[Form 4] Black Stone Minerals, L.P. Insider Trading Activity

Rhea-AI Filing Summary

Thomas L. Carter Jr., CEO, President and Chairman of Black Stone Minerals, L.P. (BSM), reported insider purchases on 08/19/2025 and 08/20/2025. He acquired 20,000 common units on 08/19/2025 at a weighted-average price of $11.9665, bringing his direct holdings to 3,451,031 units. He acquired 21,000 common units on 08/20/2025 at a weighted-average price of $12.0295, increasing direct holdings to 3,472,031 units. The filing also lists substantial indirect beneficial ownership through several trusts, spouse, and Carter2221, Ltd., totaling over 11 million units indirectly.

Insights

Securities Analyst

TL;DR: Senior executive made modest open-market purchases totaling 41,000 units at ~$12, increasing direct stake.

The reported purchases are open-market acquisitions executed over two days: 20,000 units on 08/19/2025 at a weighted-average $11.9665 and 21,000 units on 08/20/2025 at a weighted-average $12.0295. These transactions increased Mr. Carter's direct ownership from 3,431,031 to 3,472,031 units. Insider buys by a CEO can signal confidence but the size relative to his existing direct and indirect holdings is modest. All price ranges and weighted averages are disclosed in footnotes.

Corporate Governance Expert

TL;DR: Filing is routine Section 16 disclosure showing compliance and concentration of indirect holdings.

The Form 4 properly discloses direct acquisitions and extensive indirect ownership via multiple trusts and an entity (Carter2221, Ltd.). Signature is by attorney-in-fact, and weighted-average pricing and range disclosures are provided. No dispositions, derivative transactions, or material governance changes are reported.

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)
	CEO, President, and Chairman

3. Date of Earliest Transaction (Month/Day/Year)
08/19/2025

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	08/19/2025		P		20,000	A	$11.9665(1)	3,451,031	D
Common units representing limited partner interests	08/20/2025		P		21,000	A	$12.0295(2)	3,472,031	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. The price reported in Column 4 is a weighted average price. These common units were purchased in multiple transactions at prices ranging from $11.915 to $12.05, inclusive. The reporting person undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of common units purchased at each separate price within the ranges set forth in this footnote.

2. The price reported in Column 4 is a weighted average price. These common units were purchased in multiple transactions at prices ranging from $11.94 to $12.07, inclusive. The reporting person undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of common units purchased at each separate price within the ranges set forth in this footnote.

Remarks:

	/s/ Steve Putman, attorney-in-fact for Thomas L. Carter, Jr.	08/20/2025
	** 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 transactions did Thomas L. Carter Jr. report on Form 4 for BSM?

He reported two open-market purchases: 20,000 units on 08/19/2025 at a weighted-average $11.9665 and 21,000 units on 08/20/2025 at a weighted-average $12.0295.

How many common units does Thomas L. Carter Jr. directly own after these transactions?

Direct ownership reported: 3,472,031 common units following the 08/20/2025 purchase.

Does the filing disclose indirect ownership for BSM?

Yes. Indirect holdings are reported via multiple trusts, spouse, and Carter2221, Ltd., including 11,481,503 units held by Carter2221, Ltd.

What prices were paid for the units in these transactions?

Weighted-average prices: $11.9665 for 08/19/2025 purchases (range $11.915–$12.05) and $12.0295 for 08/20/2025 purchases (range $11.94–$12.07).

Who signed the Form 4 for Thomas L. Carter Jr.?

Signature: The form was signed by Steve Putman as attorney-in-fact for Thomas L. Carter, Jr. on 08/20/2025.