Sec Form 4 Filing - CARTER HAROLD D @ Brigham Minerals, Inc. - 2019-04-23

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 CARTER HAROLD D 2. Issuer Name and Ticker or Trading Symbol Brigham Minerals, Inc. [ MNRL] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X __ Director _____ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) 5914 W. COURTYARD DRIVE, SUITE 100 3. Date of Earliest Transaction (MM/DD/YY) 04/23/2019 (Street) AUSTIN, TX78730 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 Class A Common Stock 04/23/2019 A( 1 ) 8,274 A $ 0 8,274 I See Footnote ( 2 ) Class A Common Stock 04/23/2019 P 40,000 A $ 18 48,274 I See Footnote ( 2 ) Class B Common Stock ( 3 ) 04/23/2019 A( 4 ) 67,811 A $ 0 67,811 I See Footnote ( 2 )

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 Brigham Minerals Holdings, LLC Units $ 0 04/23/2019 A( 5 ) 67,811 ( 6 ) ( 6 ) Class A Common Stock 67,811 $ 0 67,811 I See Footnote ( 2 )

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other CARTER HAROLD D 5914 W. COURTYARD DRIVE, SUITE 100 AUSTIN, TX78730 X Signatures /s/ Harold D. Carter, by Blake C. Williams as Attorney-in-Fact 04/25/2019 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Award of restricted stock units pursuant to the Brigham Minerals, Inc. 2019 Long Term Incentive Plan. The award vests in full on the first anniversary of the grant date, subject to continued employment through the vesting date. ( 2 )These securities are held by HDBC Investments Ltd. ("HDBC"). The Reporting Person is the sole managing member of HDBC's general partner. ( 3 )Each share of Class B common stock has no economic rights but entitles its holder to one vote on all matters to be voted on by stockholders generally. ( 4 )Upon the closing of the Issuer's initial public offering, (i) the Limited Liability Company Agreement of Brigham Minerals Holdings, LLC ("BMH LLC"), of which the Issuer is the managing member, was amended and restated (as amended and restated, the "BMH LLC Agreement") to, among other things, convert all of the membership interests in BMH LLC held by its existing owners, into a single class of units in BMH LLC referred to as BMH LLC Units and (ii) BMH LLC distributed to its members, including HDBC, one share of Class B common stock for each BMH LLC Unit held by such members. ( 5 )2,983 of the BMH LLC Units beneficially owned by the Reporting Person are subject to time-based vesting requirements requiring the continued employment of the Reporting Person through each vesting date. ( 6 )Subject to the terms of the BMH LLC Agreement, each holder of BMH LLC Units may cause BMH LLC to acquire all or a portion of its BMH LLC Units for, at BMH LLC's election, (i) shares of Class A common stock of the Issuer (at a redemption ratio of one share of Class A common stock for each BMH LLC Unit redeemed, subject to conversion rate adjustments for stock splits, stock dividends and reclassification and other similar transactions) or (ii) an equivalent amount of cash.

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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