Dorchester Minerals (DMLP) CFO discloses 4,351-unit award and 98,208 units owned

Rhea-AI Filing Summary

Dorchester Minerals, L.P. Chief Financial Officer Leslie A. Moriyama reported equity transactions involving the partnership’s common units. On December 15, 2025, she acquired 4,351 common units at an exercise price of $0 through the vesting and settlement of previously granted notional units under an equity incentive plan. On the same date, 1,756 common units were withheld at $0 to cover tax liabilities associated with this equity award. Following these transactions, she directly beneficially owns 98,208 common units of Dorchester Minerals, L.P., held in her name, jointly with her spouse, or in her Individual Retirement Account.

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

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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^*

MORIYAMA LESLIE A

(Last) (First) (Middle)

3838 OAK LAWN AVE

SUITE 300

(Street)

DALLAS TX 75219

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
DORCHESTER MINERALS, L.P. [ DMLP ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Financial Officer

3. Date of Earliest Transaction (Month/Day/Year)
12/15/2025

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	12/15/2025		M		4,351	A	$0	99,964	D(1)
Common Units	12/15/2025		F(2)		1,756	D	$0	98,208	D(1)

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
Notional Units	(3)	12/15/2025		M			4,351	(3)	(3)	Common Units	4,351	$0	4,350	D

Explanation of Responses:

1. These common units are held by Ms. Moriyama in her individual name, jointly with her spouse or in her Individual Retirement Account.

2. Represents payment of tax liability incident to the grant of common units awarded to the reporting person on December 15, 2025 pursuant to an equity incentive plan, by withholding common units from such grant.

3. Notional Units granted on December 15, 2023, pursuant to the Dorchester Minerals Management LP Equity Incentive program. Each Notional Unit entitles the holder to receive either (1) the number of common units representing limited partnership interests in Dorchester Minerals, L.P. (the "Common Units") equal to the number of Notional Units that become vested or (2) the cash equivalent at the time of vesting of the number of Common Units equal to the number of Notional Units that become vested. One-third of the Notional Units vest on each anniversary of the date of the award agreement over a three year period beginning on December 15, 2024. Vested Notional Units are settled within 60 days after the date on which they vest.

	/s/ Leslie A. Moriyama	12/16/2025
	** 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).
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FAQ

What insider transaction did DORCHESTER MINERALS (DMLP) report for its CFO?

DORCHESTER MINERALS, L.P. reported that Chief Financial Officer Leslie A. Moriyama acquired 4,351 common units on December 15, 2025 through the settlement of notional units under an equity incentive plan.

How many DMLP units were withheld for taxes in the reported transaction?

In connection with the equity award on December 15, 2025, 1,756 common units of Dorchester Minerals, L.P. were withheld to pay tax liabilities related to the grant.

How many DMLP common units does the CFO beneficially own after this Form 4?

After the reported transactions, Chief Financial Officer Leslie A. Moriyama beneficially owns 98,208 common units of Dorchester Minerals, L.P.

What type of equity award did the DMLP CFO receive?

The CFO received Notional Units granted on December 15, 2023 under the Dorchester Minerals Management LP Equity Incentive program, each entitling her to either common units or the cash equivalent upon vesting.

How do the DMLP notional units vest and settle for the CFO?

One-third of the notional units vest on each anniversary of the December 15, 2023 award date over three years beginning December 15, 2024, and vested notional units are settled within 60 days after each vesting date.

In what capacities are the DMLP units held by the CFO?

The reported common units are held by Ms. Moriyama in her individual name, jointly with her spouse, or in her Individual Retirement Account.