ROBERTSON CORBIN J JR 4
4 · NATURAL RESOURCE PARTNERS LP · Filed Feb 12, 2026
Research Summary
AI-generated summary of this filing
NRP 10% Owner Corbin Robertson Exercises Awards, Sells Shares for Taxes
What Happened
- Corbin J. Robertson Jr., a reported 10% owner of Natural Resource Partners LP (NRP), had phantom/performance-based LTIP units convert into common units on Feb 10, 2026. In total the filing shows conversions of 72,849; 40,368; 27,220; 2,756; and 2,505 units (≈145,698 units) into common units.
- To satisfy tax withholding on the conversions, 28,666 common units were disposed (sold) at $123.04 per unit, generating $3,527,065. The conversion transactions are recorded as exercises/conversions of derivatives (code M) and the withholding sale is coded as payment of tax liability (code F).
- This was not a market buy (bullish) trade but a routine vesting/conversion of LTIP phantom units with a withholding sale to cover taxes.
Key Details
- Transaction date: February 10, 2026; Form 4 filed February 12, 2026 (appears timely under the 2-business-day rule).
- Sale details (tax withholding): 28,666 units sold at $123.04 each for $3,527,065.
- Conversions (acquisitions): 72,849; 40,368; 27,220; 2,756; and 2,505 units converted from phantom/performance units (no cash exercise price reported — N/A).
- Footnotes: conversions arose from LTIP awards (performance-based and time-vested phantom units granted in 2023–2025). The 2023 performance award vested based on achieved goals; portions of 2024 and 2025 awards vested per schedule. Accrued distributions during vesting were paid in cash.
- Beneficial ownership disclaimers: Robertson disclaims beneficial ownership of certain partnership/indirect interests except to the extent of his pecuniary interest (see filing footnotes F2–F4).
- Shares owned after the transactions: not specified in the provided filing excerpt.
Context
- These entries reflect LTIP vesting and conversion of phantom units into common units rather than an open-market investment decision. The disposal was a withholding sale to pay taxes—common with equity compensation vesting.
- Because the reporting person is a 10% owner and holds interests through controlled entities, some reported positions reflect indirect/partnership holdings with standard disclaimers of beneficial ownership.
Insider Transaction Report
Form 4
ROBERTSON CORBIN J JR
DirectorChairman and CEO10% Owner
Transactions
- Exercise/Conversion
COMMON UNITS
[F1][F2]2026-02-10+72,849→ 792,324 total(indirect: BY QUINTANA HOLDINGS LP) - Tax Payment
COMMON UNITS
[F2]2026-02-10$123.04/sh−28,666$3,527,065→ 763,658 total(indirect: BY QUINTANA HOLDINGS LP) - Exercise/Conversion
PERFORMANCE UNITS
[F5]2026-02-10+40,368→ 0 total→ COMMON UNITS (40,368 underlying) - Exercise/Conversion
PHANTOM UNITS
[F6]2026-02-10+27,220→ 0 total→ COMMON UNITS (27,220 underlying) - Exercise/Conversion
PHANTOM UNITS
[F7]2026-02-10+2,756→ 2,756 total→ COMMON UNITS (2,756 underlying) - Exercise/Conversion
PHANTOM UNITS
[F8]2026-02-10+2,505→ 5,010 total→ COMMON UNITS (2,505 underlying)
Holdings
- 1,727,986(indirect: By Partnership)
COMMON UNITS
[F3] - 156,000(indirect: BY NRP (GP) LP)
COMMON UNITS
[F4]
Footnotes (8)
- [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 (5), (6), (7) and (8) below.
- [F2]Quintana Holdings LP is a limited partnership controlled by the reporting person. The reporting person disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein.
- [F3]The general partner of Western Pocahontas Properties Limited Partnership is Western Pocahontas GP LLC, a limited liability company controlled by the reporting person. The reporting person also holds indirect limited partner interests in Western Pocahontas Properties Limited Partnership. The reporting person disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein.
- [F4]The general partner of NRP (GP) LP is GP Natural Resource Partners LLC, which is wholly owned by Robertson Coal Management, a limited liability company controlled by the reporting person. The reporting person disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein.
- [F5]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.
- [F6]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.
- [F7]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.
- [F8]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.
Signature
/s/ CORBIN J ROBERTSON JR|2026-02-12