Black Stone Minerals (NYSE: BSM) Co-CEO reports equity award and tax units

Rhea-AI Filing Summary

Black Stone Minerals, L.P. director and Co-CEO Carter Fowler reported incentive-based equity activity in common units representing limited partner interests. He acquired 1,330 common units on February 24, 2026 as a grant or award, bringing his direct holdings to 125,704 units immediately after the grant. On the same date, 325 common units were disposed of to cover tax withholding obligations at a price of $15.23 per unit, resulting in direct ownership of 125,379 common units. The filing notes that these transactions represent settlement of performance units awarded under the company’s Long-Term Incentive Plan.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Carter Fowler

(Last) (First) (Middle)

1001 FANNIN ST.

SUITE 2020

(Street)

HOUSTON TX 77002

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Black Stone Minerals, L.P. [ BSM ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Co-CEO and President

3. Date of Earliest Transaction (Month/Day/Year)
02/24/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common units representing limited partner interests	02/24/2026		A(1)		1,330	A	$0	125,704	D
Common units representing limited partner interests	02/24/2026		F(1)		325	D	$15.23	125,379	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Represents settlement of performance units awarded under the Issuer's Long-Term Incentive Plan. For tax withholding purposes, the value of the common units was deemed to be equal to the closing price of BSM common units on February 24, 2026.

Remarks:

	/s/ Steve Putman, attorney-in-fact for Fowler Carter	02/26/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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FAQ

What insider transactions did BSM Co-CEO Carter Fowler report?

Carter Fowler reported an equity award and a related tax withholding. He received 1,330 common units as a grant, then 325 units were disposed of to satisfy tax obligations tied to that award under Black Stone Minerals’ Long-Term Incentive Plan.

How many Black Stone Minerals (BSM) units does Carter Fowler now hold?

After the reported transactions, Carter Fowler directly holds 125,379 common units. This reflects his balance following the 1,330-unit grant and the 325 units disposed of to cover tax withholding on February 24, 2026.

Was the BSM insider unit disposition an open-market sale?

The disposition was characterized as a tax-withholding transaction, not an open-market sale. The filing states 325 units were delivered to cover tax liabilities, using the closing price of BSM common units on February 24, 2026.

What plan governed Carter Fowler’s BSM performance unit settlement?

The transactions stem from performance units granted under Black Stone Minerals’ Long-Term Incentive Plan. The Form 4 states the reported common units represent settlement of these performance units, with part of the award withheld to satisfy tax obligations.

At what price were Carter Fowler’s BSM units valued for tax withholding?

For tax withholding purposes, the 325-unit disposition was valued at $15.23 per unit. The filing explains this value equaled the closing price of Black Stone Minerals common units on February 24, 2026, the settlement date.