X0306 4 2018-01-31 0 0001527709 Mid-Con Energy Partners, LP MCEP 0001040463 GOFF JOHN C 500 COMMERCE STREET FORT WORTH TX 76102 0 0 1 0 Class A Convertible Preferred Units 2017-02-11 Common Units Representing Limited Partner Interests 4558139 4558139 I See footnote Class B Convertible Preferred Units 2018-01-31 4 P 0 6666667 1.53 A 2018-07-31 Common Units Representing Limited Partner Interests 6666667 6666667 I See footnote The Class A Convertible Preferred Units ("Class A Preferred Units") are convertible into common units representing limited partner interests ("Common Units") on a one-for-one basis and have no expiration date. The Class A Preferred Units are owned directly by Goff MCEP Holdings, LLC (2,697,674) and Goff REN Holdings, LLC (1,860,465), each of which is indirectly partially owned by the Reporting Person. The Class B Convertible Preferred Units ("Class B Preferred Units") are convertible into Common Units on a one-for-one basis beginning on July 31, 2018 and have no expiration date. The Class B Preferred Units are owned directly by Goff MCEP II, LP (5,098,039), Goff REN Holdings, LLC (784,314) and Goff REN Holdings II, LLC (784,314), each of which is indirectly partially owned by the Reporting Person. /s/ John C. Goff 2018-02-02