Black Stone Minerals, L.P. — Director's Dealing 2017

May 2, 2017

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Black Stone Minerals, L.P. (BSM)
CIK: 0001621434
Period of Report: 2017-04-28

Reporting Person: DeWalch D Mark (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2017-04-28	Common units representing limited partner interests	C	152	—	Acquired	2770	Indirect
2017-04-28	Common units representing limited partner interests	C	61	—	Acquired	4733	Indirect
2017-04-28	Common units representing limited partner interests	C	61	—	Acquired	4718	Indirect
2017-04-28	Common units representing limited partner interests	C	243	—	Acquired	15078	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2017-04-28	Subordinated units representing limited partner interests	$	C	199	Acquired		Common units representing limited partner interests (199)	Indirect
2017-04-28	Subordinated units representing limited partner interests	$	C	79	Acquired		Common units representing limited partner interests (79)	Indirect
2017-04-28	Subordinated units representing limited partner interests	$	C	79	Acquired		Common units representing limited partner interests (79)	Indirect
2017-04-28	Subordinated units representing limited partner interests	$	C	318	Acquired		Common units representing limited partner interests (318)	Indirect
2017-04-28	Preferred units representing limited partner interests	$	C	5	Disposed		Common and subordinated units representing LP interests ()	Indirect
2017-04-28	Preferred units representing limited partner interests	$	C	2	Disposed		Common and subordinated units representing LP interests ()	Indirect
2017-04-28	Preferred units representing limited partner interests	$	C	2	Disposed		Common and subordinated units representing LP interests ()	Indirect
2017-04-28	Preferred units representing limited partner interests	$	C	8	Disposed		Common and subordinated units representing LP interests ()	Indirect

Holdings (Non-Derivative)

Security	Shares	Ownership
Common units representing limited partner interests	83029	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Subordinated units representing limited partner interests	$		Common units representing limited partner interests (70865)	70865	Direct

Footnotes

F1: A portion of the preferred units automatically converted into common units and subordinated units under the terms of the Partnership's Limited Partnership Agreement. Each preferred unit converted into 30.3431 common units and 39.7427 subordinated units.

F2: Each subordinated unit will convert into one common unit representing a limited partner interest in the Issuer at the end of the subordination period described in the Issuer's Registration Statement on Form S-1 (File No. 333-202875).

F3: Each preferred unit may be converted at any time at the option of the holder thereof into common units at the then-effective conversion rate. In addition, each year from 2016 to 2018 a number of preferred units will automatically convert into common units and subordinated units at the then-effective conversion rate unless redeemed, as described in the Issuer's Registration Statement on Form S-1 (File No. 333-202875).