NATURAL RESOURCE PARTNERS LP — Director's Dealing 2021

Mar 2, 2021

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: NATURAL RESOURCE PARTNERS LP (NRP)
CIK: 0001171486
Period of Report: 2021-03-01

Reporting Person: WILSON KATHRYN S (VP, Gen Counsel & Secretary)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2021-03-01	Common Units	M	8153	—	Acquired	8153	Direct
2021-03-01	Common Units	F	3208	$17.63	Disposed	4945	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2021-03-01	Phantom Units	$	M	4798	Acquired		Common Units (4798)	Direct
2021-03-01	Phantom Units	$	M	3355	Acquired		Common Units (3355)	Direct

Footnotes

F1: Common units were issued upon conversion of phantom units previously awarded under the issuer's long-term incentive plan ("LTIP") as further described in notes (2) and (3) below.

F2: Phantom units representing the right to receive common units on a one-for-one basis, together with tandem distribution equivalent rights, were awarded in February 2018 under the issuer's LTIP. Phantom units vested on the third anniversary of the grant date and converted into common units on the reporting date. Accrued quarterly distributions made during the vesting period were paid in cash to the reporting person on the reporting date.

F3: Phantom units representing the right to receive common units on a one-for-one basis, together with tandem distribution equivalent rights, were awarded in February 2020 under the issuer's LTIP. One-third of the phantom units vested on the first anniversary of the grant date and converted into common units on the reporting date. Accrued quarterly distributions made during the vesting period were paid in cash to the reporting person on the reporting date. The remaining phantom units under the 2020 award will vest in substantially equal installments on the second and third anniversaries of the grant date.