Sec Form 4 Filing - Carter Thomas L Jr @ Black Stone Minerals, L.P. - 2019-02-07

Insider filing report for Changes in Beneficial Ownership
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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
Carter Thomas L Jr
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)
President, CEO and Chairman
(Last) (First) (Middle)
1001 FANNIN STREET, SUITE 2020
3. Date of Earliest Transaction (MM/DD/YY)
02/07/2019
(Street)
HOUSTON, TX77002
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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 02/07/2019 A( 1 ) 152,135 A $ 0 937,643 D
Common units representing limited partner interests 30,289 I By Georgia Elizabeth Carter 1995 Trust
Common units representing limited partner interests 30,289 I By Katherine Ross Carter 1995 Trust
Common units representing limited partner interests 30,290 I By Molly Leachman Carter 1995 Trust
Common units representing limited partner interests 5,689 I By Fowler Thomas Carter 1995 Trust
Common units representing limited partner interests 4,970,834 I By Carter2221, Ltd.
Common units representing limited partner interests 27,663 I By spouse
Common units representing limited partner interests 123,222 I By GRAT
Common units representing limited partner interests 123,222 I By spouse's GRAT
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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(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 of Derivative Security: 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
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Carter Thomas L Jr
1001 FANNIN STREET, SUITE 2020
HOUSTON, TX77002
X President, CEO and Chairman
Signatures
/s/ Steve Putman, attorney-in-fact for Thomas L. Carter, Jr. 02/11/2019
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Common units subject to a restricted unit award issued pursuant to the Black Stone Minerals, L.P. Long-Term Incentive Plan (the "LTIP"). Except as otherwise provided in the LTIP or the award agreement governing the award, the common units will vest in three equal installments on each of January 7, 2020, January 7, 2021, and January 7, 2022, so long as the Reporting Person remains continuously employed by the Issuer, Black Stone Minerals GP, L.L.C. (the "General Partner"), or any of their respective affiliates through each such vesting date.

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* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
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