SEC Form 4
Washington, D.C. 20549


Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
Williams Blake C.

(Last) (First) (Middle)


(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Brigham Minerals, Inc. [ MNRL ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
Chief Financial Officer
3. Date of Earliest Transaction (Month/Day/Year)
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 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) 59,101 A $0.00 59,101 D
Class A Common Stock 04/23/2019 P 19,444(2) A $18 78,545 D
Class B Common Stock(3) 04/23/2019 A(4) 101,324 A $0.00 101,324 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 (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 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 (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (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: 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 $0.00 04/23/2019 A(5) 101,324 (6) (6) Class A Common Stock 101,324 $0.00 101,324 D
Explanation of Responses:
1. Award of restricted stock units pursuant to the Brigham Minerals, Inc. 2019 Long Term Incentive Plan. The award vests in three equal installments on December 31, 2019, December 31, 2020 and December 31, 2021, subject to continued employment through each vesting date.
2. Reporting Person purchased the shares of Class A common stock reported herein directly from the underwriters in connection with the Issuer's initial public offering (the "Offering").
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 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 the Reporting Person, one share of Class B common stock for each BMH LLC Unit held by such members.
5. 33,779 of the BMH LLC Units 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.
/s/ Blake C. Williams 04/25/2019
** Signature of Reporting Person Date
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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.