Form 8-K - Current report

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(D)

OF THE SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): July 25, 2023

Black Stone Minerals, L.P.

(Exact name of registrant as specified in its charter)


Delaware	001-37362	47-1846692
(State or other jurisdiction of incorporation or organization)	(Commission File Number)	(I.R.S. Employer Identification No.)


1001 Fannin Street, Suite 2020 Houston, Texas				77002
(Address of principal executive offices)				(Zip code)


Registrant’s telephone number, including area code: (713) 445-3200


Not Applicable
(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to section 12(b) of the Act:


Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Units Representing Limited Partner Interests	BSM	New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangement of Certain Officers.

On July 25, 2023, the Board appointed James Whitehead to serve as a member of the Board and as a member of the Audit Committee of Black Stone Minerals GP, L.L.C. (the “General Partner”), the general partner of Black Stone Minerals, L.P. (the “Company”).

There are no arrangements or understandings between Mr. Whitehead and any other person pursuant to which Mr. Whitehead was appointed to serve on the Board. There are no family relationships between Mr. Whitehead and any other director or executive officer of the Company, and there have been no transactions between Mr. Whitehead and the Company in the last fiscal year, and none are currently proposed, that would require disclosure under Item 404(a) of Regulation S-K.

Mr. Whitehead will receive the standard compensation available to the General Partner’s current non-employee directors, which is discussed in the Company’s Proxy Statement filed with the Securities and Exchange Commission on May 1, 2023.

2

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.


	BLACK STONE MINERALS, L.P.

	By:	Black Stone Minerals GP, L.L.C.,
		its general partner

Date: July 26 2023	By:	/s/ Steve Putman
		Steve Putman
		Senior Vice President, General Counsel, and Secretary

Document and Entity Information	Jul. 25, 2023
Cover [Abstract]
Amendment Flag	false
Entity Central Index Key	0001621434
Document Type	8-K
Document Period End Date	Jul. 25, 2023
Entity Registrant Name	Black Stone Minerals, L.P.
Entity Incorporation State Country Code	DE
Entity File Number	001-37362
Entity Tax Identification Number	47-1846692
Entity Address, Address Line One	1001 Fannin Street
Entity Address, Address Line Two	Suite 2020
Entity Address, City or Town	Houston
Entity Address, State or Province	TX
Entity Address, Postal Zip Code	77002
City Area Code	(713)
Local Phone Number	445-3200
Written Communications	false
Soliciting Material	false
Pre Commencement Tender Offer	false
Pre Commencement Issuer Tender Offer	false
Security 12b Title	Common Units Representing Limited Partner Interests
Trading Symbol	BSM
Security Exchange Name	NYSE
Entity Emerging Growth Company	false