Black Stone Minerals chair withholds 34,933 units for taxes

Black Stone Minerals, L.P.

Rhea-AI Filing Summary

Black Stone Minerals, L.P. Executive Chairman Thomas L. Carter Jr. reported a tax-related share withholding on common units representing limited partner interests. On 01/07/2026, 34,933 common units were withheld at $13.38 per unit to cover taxes upon the vesting of restricted common units issued under the company’s LTIP. After this transaction, he beneficially owned 3,477,768 common units directly, along with additional units held indirectly through family trusts, his spouse, and Carter2221, Ltd.

Insider Trade Summary

Exercise Price or Tax Liability: 34,933 shares

Exercise Price or Tax Liability 7 txns

Insider Carter Thomas L Jr

Role Executive Chairman

Type	Security	Shares	Price	Value
Exercise Price or Tax Liability	Common units representing limited partner interests	34,933	$13.38	$467K
holding	Common units representing limited partner interests	--	--	--
holding	Common units representing limited partner interests	--	--	--
holding	Common units representing limited partner interests	--	--	--
holding	Common units representing limited partner interests	--	--	--
holding	Common units representing limited partner interests	--	--	--
holding	Common units representing limited partner interests	--	--	--

Holdings After Transaction: Common units representing limited partner interests — 3,477,768 shares (Direct); Common units representing limited partner interests — 13,141 shares (Indirect, By Fowler Thomas Carter 1995 Trust); Common units representing limited partner interests — 37,741 shares (Indirect, By Georgia Elizabeth Carter 1995 Trust); Common units representing limited partner interests — 167,155 shares (Indirect, By spouse); Common units representing limited partner interests — 37,742 shares (Indirect, By Molly Leachman Carter 1995 Trust); Common units representing limited partner interests — 37,741 shares (Indirect, By Katherine Ross Carter 1995 Trust); Common units representing limited partner interests — 11,481,503 shares (Indirect, By Carter2221, Ltd.)

Footnotes (1)

1. F1. Represents tax withholding associated with vesting of restricted common units issued pursuant to LTIP.

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Accepted by SEC EDGAR 01/09/2026 - 04:59 PM Learn about SEC filing dates

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

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

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 Thomas L Jr

(Last) (First) (Middle)

1001 FANNIN STREET, 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)
	Executive Chairman

3. Date of Earliest Transaction (Month/Day/Year)
01/07/2026

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	01/07/2026		F(1)		34,933	D	$13.38	3,477,768	D
Common units representing limited partner interests								13,141	I	By Fowler Thomas Carter 1995 Trust
Common units representing limited partner interests								37,741	I	By Georgia Elizabeth Carter 1995 Trust
Common units representing limited partner interests								167,155	I	By spouse
Common units representing limited partner interests								37,742	I	By Molly Leachman Carter 1995 Trust
Common units representing limited partner interests								37,741	I	By Katherine Ross Carter 1995 Trust
Common units representing limited partner interests								11,481,503	I	By Carter2221, Ltd.

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 tax withholding associated with vesting of restricted common units issued pursuant to LTIP.

Remarks:

	/s/ Steve Putman, attorney-in-fact for Thomas L. Carter, Jr.	01/09/2026
	** 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.