SEC Form 4 · accession 0001104659-18-005189
Kimbell Royalty Partners, LP · KRP
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Benny D. Duncan
Director
Period of report
Jan 26, 2018
Accepted (ET)
Jan 30, 2018 · 8:12 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001657788
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 | Jan 26, 2018 | A | 3,582 | $0.00 | A | 110,203 | D | |
| Common units representing limited partner interests | holding | — | — | — | 2,894 | I | By children of Mr. Duncan | |
| Common units representing limited partner interestsF2 | holding | — | — | — | 7,604 | I | See | |
| Common units representing limited partner interestsF3 | holding | — | — | — | 1,837 | I | By GSEF, LLC | |
| Common units representing limited partner interestsF4 | holding | — | — | — | 3,769 | I | See | |
| Common units representing limited partner interestsF5 | holding | — | — | — | 168 | I | See | |
| Common units representing limited partner interestsF6 | holding | — | — | — | 654 | I | See | |
| Common units representing limited partner interestsF7 | holding | — | — | — | 160,677 | I | See | |
| Common units representing limited partner interestsF8 | holding | — | — | — | 9,913 | I | See |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1Represents restricted common units representing limited partner interests (the "Common Units") in Kimbell Royalty Partners, LP (the "Issuer"), granted to Benny D. Duncan on January 26, 2018, pursuant to a restricted unit agreement (the "Restricted Unit Agreement"). The restricted Common Units vest in equal annual installments over three years beginning on April 2, 2019, subject to Mr. Duncan's Continuous Service (as defined in the Restricted Unit Agreement); provided, that any unvested Common Units will vest immediately upon the date of a "Change in Control" (as defined in the Restricted Unit Agreement), subject to the terms and conditions of the Restricted Unit Agreement.
- F2These securities are owned directly by Oil Nut Bay, LLC. The reporting person is the sole manager of, and may be deemed to beneficially own securities owned by, Oil Nut Bay, LLC. The reporting person disclaims beneficial ownership of the Common Units owned by Oil Nut Bay, LLC except to the extent of his pecuniary interest therein.
- F3These securities are owned directly by GSEF, LLC. The reporting person is the sole manager of, and may be deemed to beneficially own securities owned by, GSEF, LLC. The reporting person disclaims beneficial ownership of the Common Units owned by GSEF, LLC except to the extent of his pecuniary interest therein.
- F4These securities are owned directly by Bitter End Royalties, LP. Bitter End, LLC is the general partner of, and may be deemed to beneficially own securities owned by, Bitter End Royalties, LP. The reporting person is the sole manager of, and may be deemed to beneficially own securities owned by, Bitter End, LLC. Each of the reporting person and Bitter End, LLC disclaims beneficial ownership of the Common Units owned by Bitter End Royalties, LP except to the extent of his and its pecuniary interest therein.
- F5These securities are owned directly by Bitter End, LLC. The reporting person is the sole manager of, and may be deemed to beneficially own securities owned by, Bitter End, LLC. The reporting person disclaims beneficial ownership of the Common Units owned by Bitter End, LLC except to the extent of his pecuniary interest therein.
- F6These securities are owned directly by Gorda Sound, LLC. The reporting person is the sole manager of, and may be deemed to beneficially own securities owned by, Gorda Sound, LLC. The reporting person disclaims beneficial ownership of the Common Units owned by Gorda Sound, LLC except to the extent of his pecuniary interest therein.
- F7These securities are owned directly by Trunk Bay Royalty Partners, Ltd. Trunk Bay, LLC is the general partner of, and may be deemed to beneficially own securities owned by, Trunk Bay Royalty Partners, Ltd. The reporting person is the sole manager of, and may be deemed to beneficially own securities owned by, Trunk Bay, LLC. Each of the reporting person and Trunk Bay, LLC disclaims beneficial ownership of the Common Units owned by Trunk Bay Royalty Partners, Ltd. except to the extent of his and its pecuniary interest therein.
- F8These securities are owned directly by Trunk Bay, LLC. The reporting person is the sole manager of, and may be deemed to beneficially own securities owned by, Trunk Bay, LLC. The reporting person disclaims beneficial ownership of the Common Units owned by Trunk Bay, LLC except to the extent of his pecuniary interest therein.