Sec Form 4 Filing - Kimbell Art Foundation @ Kimbell Royalty Partners, LP - 2018-09-23

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 Kimbell Art Foundation 2. Issuer Name and Ticker or Trading Symbol Kimbell Royalty Partners, LP [ KRP] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director X __ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) 301 COMMERCE STREET, SUITE 2300 3. Date of Earliest Transaction (MM/DD/YY) 09/23/2018 (Street) FORT WORTH, TX76102 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 09/23/2018 J( 1 ) 2,953,258 D 0 ( 1 ) 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 (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 OpCo Common Units ( 1 ) 09/23/2018 J( 1 ) 2,953,258 ( 1 ) ( 1 ) Common units representing limited partner interests 2,953,258 $ 0 2,953,258 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Kimbell Art Foundation 301 COMMERCE STREET, SUITE 2300 FORT WORTH, TX76102 X Signatures /s/ Ben J. Fortson, as Authorized Signatory of Kimbell Art Foundation 09/25/2018 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Pursuant to the terms of a Recapitalization Agreement, dated as of July 24, 2018, the reporting person exchanged all of its common units representing limited partner interests ("Common Units") of Kimbell Royalty Partners, LP (the "Issuer") for an equal number of (i) "OpCo Common Units," which represent limited liability company interests of Kimbell Royalty Operating, LLC (the "Operating Company"), and (ii) "Class B Units," which represent limited partner interests of the Issuer. Pursuant to the terms of an Exchange Agreement, dated as of September 23, 2018, OpCo Common Units, together with an equal number of Class B Units, are exchangeable on a one-on-one basis for Common Units at the discretion of the reporting person. The Issuer and the Operating Company have the option to deliver cash in lieu of Common Units upon the exercise by the reporting person of its exchange right.

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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