Equity awards vest for Natural Resource Partners (NRP) chairman and CEO

Rhea-AI Filing Summary

Natural Resource Partners’ Chairman and CEO Corbin J. Robertson Jr. reported equity award vesting and related transactions dated February 10, 2026. Entities he controls received 72,849 common units at no cost upon conversion of long-term incentive plan phantom and performance units, while 28,666 common units held by Quintana Holdings LP were withheld at $123.04 per unit to cover tax obligations. After these transactions, Quintana Holdings LP held 763,658 common units, Western Pocahontas Properties Limited Partnership held 1,727,986 common units, and NRP (GP) LP held 156,000 common units, all reported as indirect ownership with beneficial ownership disclaimed except for Robertson’s pecuniary interest.

Insights

Equity compensation and governance analyst

Equity awards vested and converted to units, with tax withholding, reflecting routine incentive compensation.

The filing shows vesting and conversion of performance and phantom units granted under Natural Resource Partners’ long-term incentive plan. On February 10, 2026, awards from 2023, 2024, and 2025 converted into common units at no exercise price, consistent with prior grant terms.

Indirectly controlled entities, including Quintana Holdings LP, received the units, while 28,666 common units were withheld at $123.04 per unit to satisfy tax liabilities. Robertson disclaims beneficial ownership beyond his pecuniary interest, and no discretionary open-market buying or selling is 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

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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^*

ROBERTSON CORBIN J JR

(Last) (First) (Middle)

1415 LOUISIANA STREET, SUITE 2400

(Street)

HOUSTON TX 77002

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
NATURAL RESOURCE PARTNERS LP [ NRP ]

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

X	Director	X	10% Owner
X	Officer (give title below)		Other (specify below)
	Chairman and CEO

3. Date of Earliest Transaction (Month/Day/Year)
02/10/2026

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	02/10/2026		M		72,849	A	(1)	792,324	I	BY QUINTANA HOLDINGS LP(2)
COMMON UNITS	02/10/2026		F		28,666	D	$123.04	763,658	I	BY QUINTANA HOLDINGS LP(2)
COMMON UNITS								1,727,986	I	BY WESTERN POCAHONTAS PROPERTIES LIMITED PARTNERSHIP(3)
COMMON UNITS								156,000	I	BY NRP (GP) LP(4)

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
PERFORMANCE UNITS	(5)	02/10/2026		M		40,368		(5)	(5)	COMMON UNITS	40,368	(5)	0	D
PHANTOM UNITS	(6)	02/10/2026		M		27,220		(6)	(6)	COMMON UNITS	27,220	(6)	0	D
PHANTOM UNITS	(7)	02/10/2026		M		2,756		(7)	(7)	COMMON UNITS	2,756	(7)	2,756	D
PHANTOM UNITS	(8)	02/10/2026		M		2,505		(8)	(8)	COMMON UNITS	2,505	(8)	5,010	D

Explanation of Responses:

1. Common units were issued upon conversion of phantom units previously awarded under the issuer's long-term incentive plan ("LTIP") as further described in notes (5), (6), (7) and (8) below.

2. Quintana Holdings LP is a limited partnership controlled by the reporting person. The reporting person disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein.

3. The general partner of Western Pocahontas Properties Limited Partnership is Western Pocahontas GP LLC, a limited liability company controlled by the reporting person. The reporting person also holds indirect limited partner interests in Western Pocahontas Properties Limited Partnership. The reporting person disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein.

4. The general partner of NRP (GP) LP is GP Natural Resource Partners LLC, which is wholly owned by Robertson Coal Management, a limited liability company controlled by the reporting person. The reporting person disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein.

5. Performance-based units representing the right to receive common units, together with tandem distribution equivalent rights, were awarded in February 2023 under the issuer's LTIP. The phantom units vested on the third anniversary of the grant date and converted into common units on the reporting date based upon the achievement of specified performance goals. Accrued quarterly distributions made during the vesting period were paid in cash to the reporting person on the reporting date.

6. Phantom units representing the right to receive common units on a one-for-one basis, together with tandem distribution equivalent rights, were awarded in February 2023 under the issuer's LTIP. One-third of the phantom units vested on the third anniversary of the grant date and converted into common units on the reporting date. Accrued quarterly distributions made during the vesting period were paid in cash to the reporting person on the reporting date.

7. Phantom units representing the right to receive common units on a one-for-one basis, together with tandem distribution equivalent rights, were awarded in February 2024 under the issuer's LTIP. One-third of the phantom units vested on the second anniversary of the grant date and converted into common units on the reporting date. Accrued quarterly distributions made during the vesting period were paid in cash to the reporting person on the reporting date. The remaining phantom units under the 2024 award will vest on the third anniversary of the grant date.

8. Phantom units representing the right to receive common units on a one-for-one basis, together with tandem distribution equivalent rights, were awarded in February 2025 under the issuer's LTIP. One-third of the phantom units vested on the first anniversary of the grant date and converted into common units on the reporting date. Accrued quarterly distributions made during the vesting period were paid in cash to the reporting person on the reporting date. The remaining phantom units under the 2025 award will vest in substantially equal installments on the second and third anniversaries of the grant date.

	/s/ CORBIN J ROBERTSON JR	02/12/2026
	** 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 NRP’s Chairman report on February 10, 2026?

The Chairman reported equity award vesting and conversions into common units on February 10, 2026. Controlled entities received 72,849 NRP common units from long-term incentive plan awards, while 28,666 units were withheld at $123.04 per unit to cover tax liabilities associated with these conversions.

How many Natural Resource Partners (NRP) units did Quintana Holdings LP hold after the Form 4?

Quintana Holdings LP held 763,658 NRP common units after the reported transactions. It received 72,849 units upon conversion of equity awards, then had 28,666 units withheld for taxes, with all holdings reported as indirectly owned and beneficial ownership disclaimed except for the insider’s pecuniary interest.

What derivative awards vested for NRP’s Chairman on February 10, 2026?

Performance and phantom units granted under NRP’s long-term incentive plan vested and converted into common units. These included 40,368 performance-based units and phantom unit tranches of 27,220, 2,756, and 2,505 units from 2023, 2024, and 2025 awards, all converting on the reporting date.

Were any Natural Resource Partners (NRP) units sold on the open market in this Form 4?

The filing does not show open-market sales. Instead, 28,666 common units held by Quintana Holdings LP were used to satisfy tax obligations at $123.04 per unit, classified as a tax-withholding disposition rather than a discretionary sale into the market.

What indirect NRP holdings were reported for entities associated with the Chairman?

The Form 4 reports indirect ownership through several entities. Quintana Holdings LP held 763,658 common units, Western Pocahontas Properties Limited Partnership held 1,727,986 units, and NRP (GP) LP held 156,000 units, with beneficial ownership disclaimed except to the extent of the insider’s pecuniary interest.

How do NRP’s long-term incentive plan phantom units work in this Form 4?

Phantom and performance units under NRP’s long-term incentive plan convert into common units upon vesting if performance and time-based conditions are met. The awards from 2023–2025 vested on specified anniversaries, converted to units on February 10, 2026, and paid accrued cash distributions at vesting.