X0306 4 2020-09-15 0 0001745797 Brigham Minerals, Inc. MNRL 0001535563 Levy James R. 5914 W. COURTYARD DRIVE, SUITE 150 AUSTIN TX 78730 1 0 0 0 Class A common stock, par value $0.01 2020-09-15 4 S 0 1959129 8.077 D 170363 I See footnotes Class A common stock, par value $0.01 2020-09-15 4 S 0 170363 8.077 D 0 I See footnotes Class B common stock, par value $0.01 2020-09-15 4 C 0 3328278 D 0 I See footnotes Class A common stock, par value $0.01 2020-09-15 4 C 0 3328278 A 3328278 I See footnotes Class A common stock, par value $0.01 2020-09-15 4 S 0 3062011 8.077 D 266267 I See footnotes Class A common stock, par value $0.01 2020-09-15 4 S 0 266267 8.077 D 0 I See footnotes Class A common stock, par value $0.01 18872 D Brigham Minerals Holdings, LLC common unit 2020-09-15 4 C 0 3328278 0.00 D Class A common stock, par value $0.01 3328278 0 I See footnotes Such shares were sold in an underwritten public offering. The Reporting Person is a Partner of Warburg Pincus & Co., a New York general partnership ("WP"), and a Member and Managing Director of Warburg Pincus LLC, a New York limited liability company ("WP LLC"). Prior to the consummation of the transactions reported herein, certain affiliates of WP and WP LLC (such affiliates, the "Warburg Pincus Entities") held shares of Class A common stock of the Issuer, shares of Class B common stock of the Issuer and Brigham Minerals Holdings, LLC ("Brigham LLC") common units ("Common Units"). As of the date hereof, after consummation of all transactions reported herein, the Warburg Pincus Entities no longer hold any shares of Class A common stock of the Issuer, shares of Class B common stock of the Issuer or Common Units. All shares of Class A common stock and Class B common stock of the Issuer and all Common Units indicated as indirectly beneficially owned by the Reporting Person are included because of his affiliation with the Warburg Pincus Entities, due to which the Reporting Person may be deemed to have an indirect pecuniary interest (within the meaning of Rule 16a-1 under the Securities and Exchange Act of 1934, as amended) in an indeterminate portion of such securities owned by the Warburg Pincus Entities. The Reporting Person disclaims beneficial ownership of all shares of Class A common stock and Class B common stock of the Issuer and Common Units attributable to the Warburg Pincus Entities except to the extent of his direct pecuniary interest therein. Such shares were sold to the Issuer pursuant to a Repurchase Agreement, dated September 10, 2020, by and between the Issuer and the Warburg Entities. At the request of the respective Warburg Pincus Entity holding such Common Unit, each Common Unit may be coupled with a share of Class B common stock and redeemed for, at Brigham LLC's election, newly-issued shares of Class A common stock on a one-for-one basis or a cash payment equal to a volume weighted average market price of one share of Class A common stock for each Common Unit redeemed. The Common Units do not expire. On September 15, 2020, certain of the Warburg Pincus Entities requested that 3,328,278 shares of Class B common stock and 3,328,278 Common Units be redeemed, and Brigham LLC elected to redeem such securities for an aggregate of 3,328,278 shares of Class A common stock. Includes 10,598 restricted stock units previously awarded 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 service through the vesting date. /s/James R. Levy 2020-09-17