NRP EVP reports equity award conversions, tax units

Natural Resource Partners Executive Vice President Kevin J. Craig reported equity compensation activity in the form of long-term incentive awards.

Rhea-AI Filing Summary

Natural Resource Partners Executive Vice President Kevin J. Craig reported equity compensation activity in the form of long-term incentive awards. On February 10, 2026, phantom and performance-based units under the company’s LTIP converted into 11,101 common units, increasing his direct holdings to 51,606 common units before related tax withholding.

On the same date, 4,923 common units were withheld and disposed of at $123.04 per unit to cover tax liabilities tied to the vesting, leaving Craig with 46,683 common units held directly. The footnotes explain that these units stem from awards granted in 2023, 2024, and 2025, with remaining phantom units scheduled to vest on future anniversaries of the grant dates.

Insider Trade Summary

11,101 shares exercised/converted

Exercise 6 txns

Insider Craig Kevin J

Role Executive Vice President

Type	Security	Shares	Price	Value
Exercise	PERFORMANCE UNITS	6,055	$0.00	$0.00
Exercise	PHANTOM UNITS	4,254	$0.00	$0.00
Exercise	PHANTOM UNITS	415	$0.00	$0.00
Exercise	PHANTOM UNITS	377	$0.00	$0.00
Exercise	COMMON UNITS	11,101	$0.00	$0.00
Exercise Price or Tax Liability	COMMON UNITS	4,923	$123.04	$606K

Holdings After Transaction: PERFORMANCE UNITS — 0 contracts (Direct); PHANTOM UNITS — 1,169 contracts (Direct); COMMON UNITS — 46,683 shares (Direct)

Footnotes (5)

1. F1. 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 (2), (3), (4) and (5) below.
2. F2. 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.
3. F3. 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.
4. F4. 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.
5. F5. 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.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transactions did NRP Executive Vice President Kevin J. Craig report?

Kevin J. Craig reported conversions of long-term incentive awards into common units and related tax withholding. On February 10, 2026, phantom and performance-based units converted into 11,101 common units, partially offset by 4,923 units disposed of to satisfy tax obligations tied to those awards.

How many Natural Resource Partners (NRP) common units does Kevin J. Craig own after this Form 4?

After the reported transactions, Kevin J. Craig directly owns 46,683 NRP common units. His holdings rose to 51,606 units following LTIP conversions, then declined when 4,923 units were disposed of at $123.04 per unit for tax withholding related to the vesting.

What is the nature of the performance and phantom units reported by NRP’s Executive Vice President?

The performance and phantom units are long-term incentive plan awards that convert into common units. They were granted in February 2023, 2024, and 2025, vest over multi‑year periods, and include distribution equivalent rights paid in cash during vesting and on the reporting date.

Why were 4,923 NRP common units disposed of at $123.04 on February 10, 2026?

The 4,923 common units were disposed of to pay tax liabilities arising from the vesting and conversion of LTIP awards. This tax-withholding transaction used a price of $123.04 per unit and reduced Kevin J. Craig’s directly held common units after the award conversions.

Do Kevin J. Craig’s remaining NRP phantom units continue to vest in the future?

Yes. Footnotes state remaining phantom units from 2024 and 2025 awards will vest on future anniversaries. The 2024 award’s remaining units vest on the third anniversary, while the 2025 award’s remaining units vest in substantially equal installments on the second and third anniversaries.

How were accrued distributions on NRP’s phantom and performance-based units handled?

Accrued quarterly distributions on the phantom and performance-based units were paid in cash. These distributions accumulated during each award’s vesting period and were paid to Kevin J. Craig on the reporting date, separate from the conversion of the units into common units under the LTIP.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 02/12/2026 - 05:13 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^*

Craig Kevin J

(Last) (First) (Middle)

175 IRWIN RD

(Street)

HUNTINGTON WV 25705

(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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Executive Vice President

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		11,101	A	(1)	51,606	D
COMMON UNITS	02/10/2026		F		4,923	D	$123.04	46,683	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
PERFORMANCE UNITS	(2)	02/10/2026		M		6,055		(2)	(2)	COMMON UNITS	6,055	(2)	0	D
PHANTOM UNITS	(3)	02/10/2026		M		4,254		(3)	(3)	COMMON UNITS	4,254	(3)	0	D
PHANTOM UNITS	(4)	02/10/2026		M		415		(4)	(4)	COMMON UNITS	415	(4)	415	D
PHANTOM UNITS	(5)	02/10/2026		M		377		(5)	(5)	COMMON UNITS	377	(5)	754	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 (2), (3), (4) and (5) below.

2. 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.

3. 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.

4. 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.

5. 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/ KEVIN J CRAIG	02/12/2026
	** Signature of Reporting Person	Date
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