PBRA, LLC 4
4 · Brigham Minerals, Inc. · Filed Apr 25, 2019
Insider Transaction Report
Form 4
PBRA, LLC
Director10% Owner
Transactions
- Award
Class B common stock, par value $0.01
2019-04-23+4,534,331→ 4,534,331 total(indirect: By Pine Brook BXP II Intermediate, L.P.) - Other
Brigham Minerals Holdings, LLC common unit
2019-04-23+4,534,331→ 4,534,331 total(indirect: By Pine Brook BXP II Intermediate, L.P.)→ Class A common stock, par value $0.01 (4,534,331 underlying) - Other
Brigham Minerals Holdings, LLC common unit
2019-04-23+616,025→ 616,025 total(indirect: By Pine Brook PD Intermediate, L.P.)→ Class A common stock, par value $0.01 (616,025 underlying) - Award
Class B common stock, par value $0.01
2019-04-23+2,874,906→ 2,874,906 total(indirect: By Pine Brook BXP Intermediate, L.P.) - Award
Class B common stock, par value $0.01
2019-04-23+616,025→ 616,025 total(indirect: By Pine Brook PD Intermediate, L.P.) - Other
Brigham Minerals Holdings, LLC common unit
2019-04-23+2,874,906→ 2,874,906 total(indirect: By Pine Brook BXP Intermediate, L.P.)→ Class A common stock, par value $0.01 (2,874,906 underlying)
Footnotes (3)
- [F1]PBRA, LLC may be deemed to share beneficial ownership of the securities held by Pine Brook Road Associates II, LP, the 616,025 shares of Class B common stock and Brigham Minerals Holdings, LLC common units (each a "Common Unit") of Pine Brook PD Intermediate, L.P., the 2,874,906 shares of Class B common stock and Common Units held by Pine Brook BXP Intermediate, L.P. and the 4,533,319 shares of Class B common stock and Common Units held by Pine Brook BXP II Intermediate, L.P. as each of their general partner. Pine Brook Road Associates II, L.P. may be deemed to share beneficial ownership of the securities held by Pine Brook Capital Partners II, L.P. as its general partner. Each of PBRA, LLC, Pine Brook Road Associates II, L.P., Pine Brook PD Intermediate, L.P., Pine Brook BXP Intermediate, L.P., Pine Brook BXP II Intermediate, L.P. and Pine Brook Capital Partners II, L.P. is a director-by-deputization solely for purposes of Section 16 of the Exchange Act.
- [F2]At the request of the holder, each Common Unit may be coupled with a share of Class B common stock and redeemed for, at the Issuer'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.
- [F3]Pursuant to the Reorganization Transactions (as defined in the Issuer's Registration Statement on Form S-1, as amended (File No. 333-230373) (the "Registration Statement")) as part of the Issuer's initial public offering ("IPO"), the Reporting Person's equity ownership in Brigham Minerals Holdings, LLC was converted into newly issued common units in Brigham Minerals Holdings, LLC together with an equal number of shares of Class B common stock, in the Issuer. The shares of Class B Common Stock (i) confer no incidents of economic ownership on the holders thereof, (ii) only confer voting rights on the holders thereof and (iii) may only be issued, on a one-for-one basis, to the holders of Common Units.