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

Mar 7, 2017

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Black Stone Minerals, L.P. (BSM)
CIK: 0001621434
Period of Report: 2017-03-02

Reporting Person: Carter Thomas L Jr (Director, President, CEO and Chairman)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2017-03-02	Common units representing limited partner interests	P	5600	$17.4948	Acquired	945251	Direct
2017-03-02	Common units representing limited partner interests	A	265072	$0.00	Acquired	1210323	Direct
2017-03-02	Common units representing limited partner interests	F	111199	$17.50	Disposed	1099124	Direct
2017-03-03	Common units representing limited partner interests	P	8400	$17.5274	Acquired	1107524	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common units representing limited partner interests	30289	Indirect
Common units representing limited partner interests	30289	Indirect
Common units representing limited partner interests	30290	Indirect
Common units representing limited partner interests	5689	Indirect
Common units representing limited partner interests	4970834	Indirect

Footnotes

F1: The price reported in Column 4 is a weighted average price. These common units were purchased in multiple transactions at prices ranging from $17.41 to $17.55, inclusive. The reporting person undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of common units purchased at each separate price within the ranges set forth in this footnote.

F2: Represents settlement of performance units awarded under the Issuer's Long-Term Incentive Plan. For tax withholding purposes, the value of the common units was deemed to be equal to the closing price of BSM common units on March 2, 2017.

F3: The price reported in Column 4 is a weighted average price. These common units were purchased in multiple transactions at prices ranging from $17.4799 to $17.65, inclusive. The reporting person undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of common units purchased at each separate price within the ranges set forth in this footnote.