Nunez Craig W 4
4 · NATURAL RESOURCE PARTNERS LP · Filed Feb 12, 2026
Research Summary
AI-generated summary of this filing
NRP President Craig Nunez Converts LTIP Awards, Net +63,605 Units
What Happened
Craig W. Nunez, President and COO of Natural Resource Partners LP (NRP), had phantom units under the company’s long-term incentive plan (LTIP) convert into 79,184 common units on 2026-02-10 (reported on Form 4 filed 2026-02-12). Of those units, 15,579 were surrendered/withheld to satisfy tax withholding at $123.04 per unit, generating proceeds of $1,916,840 (code F). The conversions/exercises are reported as derivative conversions (code M) and relate to LTIP awards that vested per the plan (performance- and time-based awards from 2023–2025). Net new units to Nunez after withholding: 63,605 units. (Acquisitions are conversions, so no cash purchase price was paid; using the $123.04 withholding price gives an approximate gross market value of the 79,184 units of ~$9.74M.)
Key Details
- Transaction date: 2026-02-10; Form 4 filed: 2026-02-12 (timely).
- Acquisitions: five derivative/conversion entries totaling 79,184 common units (code M); acquisition price shown as N/A (conversion of phantom units).
- Disposal for tax withholding: 15,579 units surrendered at $123.04 each for $1,916,840 (code F).
- Net increase in holdings: +63,605 common units (79,184 acquired − 15,579 withheld).
- Footnotes: Units converted were phantom/performance-based LTIP awards granted in 2023–2025; vested amounts converted to common units and accrued distributions during vesting were paid in cash on the conversion date (see F1–F5).
- Shares owned after transaction: not specified in the provided Form 4 excerpt.
Context
- These were not open‑market purchases or sales for investment; they were LTIP phantom-unit conversions that vested and converted into company common units. The withholding of units to cover tax obligations is a routine, administrative step (cashless exercise/tax withholding), not an open‑market sale.
- Codes: M = exercise/conversion of derivative (phantom units); F = payment of tax liability via share withholding.
- For retail investors: conversions and routine tax withholdings are common for executive equity compensation and do not, by themselves, signal active buying or selling intent beyond the vesting of prior awards.
Insider Transaction Report
- Exercise/Conversion
COMMON UNITS
[F1]2026-02-10+39,592→ 148,066 total - Tax Payment
COMMON UNITS
2026-02-10$123.04/sh−15,579$1,916,840→ 132,487 total - Exercise/Conversion
PERFORMANCE UNITS
[F2]2026-02-10+21,939→ 0 total→ COMMON UNITS (21,939 underlying) - Exercise/Conversion
PHANTOM UNITS
[F3]2026-02-10+14,794→ 0 total→ COMMON UNITS (14,794 underlying) - Exercise/Conversion
PHANTOM UNITS
[F4]2026-02-10+1,498→ 1,498 total→ COMMON UNITS (1,498 underlying) - Exercise/Conversion
PHANTOM UNITS
[F5]2026-02-10+1,361→ 2,724 total→ COMMON UNITS (1,361 underlying)
Footnotes (5)
- [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), (3), (4) and (5) below.
- [F2]Performance-based units representing the right to receive common units, together with tandem distribution equivalent rights, were awarded in February 2023 under the issuer's LTIP. The phantom units vested on the third anniversary of the grant date and converted into common units on the reporting date based upon the achievement of specified performance goals. 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 2023 under the issuer's LTIP. One-third of the 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.
- [F4]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 2024 under the issuer's LTIP. One-third of the phantom units vested on the second 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 2024 award will vest on the third anniversary of the grant date.
- [F5]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 2025 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 2025 award will vest in substantially equal installments on the second and third anniversaries of the grant date.