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Black Stone Minerals (BSM) SVP reports 14,920-unit tax withholding on LTIP vesting

Filing Impact
(Moderate)
Filing Sentiment
(Negative)
Form Type
4

Rhea-AI Filing Summary

Black Stone Minerals, L.P. insider activity: Senior Vice President, General Counsel, and Secretary Luke S. Putman reported a tax-related share withholding tied to equity compensation. On 01/07/2026, 14,920 common units representing limited partner interests were withheld at a price of $13.38 per unit, coded as an "F" transaction, which indicates shares withheld to cover taxes upon vesting of equity awards.

Following this tax withholding, Putman beneficially owned 682,722 common units directly. The filing clarifies in a footnote that the transaction represents tax withholding associated with the vesting of restricted common units issued under the company’s long-term incentive plan, rather than an open-market sale.

Positive

  • None.

Negative

  • None.
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*
Putman Luke Stevens

(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)
Director 10% Owner
X Officer (give title below) Other (specify below)
SVP, General Counsel, and Sec
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) 14,920 D $13.38 682,722 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 tax withholding associated with vesting of restricted common units issued pursuant to LTIP.
Remarks:
/s/ Luke S. Putman 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.

FAQ

What insider transaction did BSM executive Luke S. Putman report?

Luke S. Putman, SVP, General Counsel, and Secretary of Black Stone Minerals, L.P. (BSM), reported an "F" code transaction on 01/07/2026 involving 14,920 common units. These units were withheld to satisfy tax obligations related to the vesting of restricted common units granted under the company’s long-term incentive plan.

How many Black Stone Minerals (BSM) units were involved in the January 7, 2026 Form 4 transaction?

The Form 4 shows that 14,920 common units representing limited partner interests in Black Stone Minerals, L.P. were withheld on 01/07/2026. The transaction price reported for these units was $13.38 per unit.

Was the BSM insider Form 4 transaction a tax withholding or an open-market sale?

The filing states that the transaction "represents tax withholding associated with vesting of restricted common units issued pursuant to LTIP". This indicates the shares were withheld to cover taxes upon vesting, rather than sold in an open-market trade.

How many Black Stone Minerals (BSM) units does Luke S. Putman own after the reported transaction?

After the 01/07/2026 tax withholding transaction, the Form 4 reports that Luke S. Putman beneficially owned 682,722 common units representing limited partner interests in Black Stone Minerals, L.P., held in direct ownership form.

What does transaction code "F" mean in the BSM Form 4 filing?

In this Form 4, the transaction code "F" is used for the withholding of shares to pay taxes upon the vesting of equity awards. The footnote explains that the 14,920 units were withheld for tax withholding associated with vesting of restricted common units under the long-term incentive plan.

What type of security did the BSM insider transaction involve?

The transaction involved common units representing limited partner interests of Black Stone Minerals, L.P. These units were originally issued as restricted common units under the company’s long-term incentive plan and partially withheld at vesting to cover tax obligations.

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