SEC Form 4 · accession 0001593968-16-000461
Black Stone Minerals, L.P. · BSM
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Luke Stevens Putman
Officer — SVP, GC, and Secretary
Period of report
Jan 4, 2016
Accepted (ET)
Jan 6, 2016 · 6:37 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001621434
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common units representing limited partner interestsF1,F2 | Jan 4, 2016 | F | 1,847 | $14.43 | D | 164,598 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Subordinated units representing limited partner interestsF4,F5,F3 | — | Jan 4, 2016 | F | 2,868 | D | — | — | Common units representing limited partner interests | 2,868 | 38,954 | D |
Explanation of responses
- F1For tax withholding purposes, the value of the common units was deemed to be equal to the closing price of BSM common units on December 31, 2015.
- F2Of the common units reported on this line, 152,298 common units are subject to restricted unit awards issued pursuant to the Black Stone Minerals, L.P. Long-Term Incentive Plan (the "LTIP"). Except as otherwise provided in the LTIP or the award agreement governing the award, a portion of the common units will vest on each of March 15, 2016, April 1, 2016, January 1, 2017, March 15, 2017, April 1, 2017, March 15, 2018, April 1, 2018, and April 1, 2019 so long as the Reporting Person remains continuously employed by the Issuer, Black Stone Minerals GP, L.L.C. (the "General Partner"), or any of their respective affiliates through each such vesting date.
- F3Each subordinated unit will convert into one common unit representing a limited partner interest in the Issuer at the end of the subordination period described in the Issuer's Registration Statement on Form S-1 (File No. 333-202875).
- F4For tax withholding purposes, the Board of Directors set the value of the subordinated units at a discount to the 30-day volume-weighted average price of BSM common units at market close on December 31, 2015.
- F5Of the subordinated units reported on this line, 24,601 subordinated units are subject to a restricted unit award issued pursuant to the LTIP. Except as otherwise provided in the LTIP or the award agreement governing the award, a portion of the subordinated units will vest on each of March 15, 2016, January 1, 2017, March 15, 2017, and March 15, 2018 so long as the Reporting Person remains continuously employed by the Issuer, the General Partner, or any of their respective affiliates through each such vesting date.