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BSM Black Stone Minerals

Filed: 23 Jun 21, 9:57am

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

FORM 8-K

 

 

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(D)

OF THE SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): June 17, 2021

 

 

Black Stone Minerals, L.P.

(Exact name of registrant as specified in its charter)

 

 

 

Delaware 001-37362 47-1846692
(State or other jurisdiction of
incorporation or organization)
 (Commission
File Number)
 (I.R.S. Employer
Identification No.)

 

1001 Fannin Street, Suite 2020 
Houston, Texas 77002
(Address of principal executive offices) (Zip code)

Registrant’s telephone number, including area code: (713) 445-3200

Not Applicable

(Former name or former address, if changed since last report)

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to section 12(b) of the Act:

 

Title of each class

 

Trading
Symbol(s)

 

Name of each exchange
on which registered

Common Units Representing Limited Partner Interests BSM New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

 

 

 


Item 5.07.

Submission of Matters to a Vote of Security Holders.

Black Stone Minerals, L.P. (the “Partnership”) held its 2021 annual meeting of limited partners (the “Annual Meeting”) on June 17, 2021 via live webcast for the following purposes: (1) to elect directors to the board of directors of Black Stone Minerals GP, L.L.C., the Partnership’s general partner (the “General Partner”), each to serve until the 2022 annual meeting of limited partners and thereafter until such director’s successor shall have been duly elected and qualified, or until such director’s earlier death, resignation, or removal, (2) to ratify the appointment of Ernst & Young LLP as the Partnership’s independent registered public accounting firm for the year ending December 31, 2021, and (3) to approve, on a non-binding advisory basis, the compensation of the General Partner’s named executive officers for the fiscal year ended December 31, 2020. Each of these items is more fully described in the Partnership’s proxy statement filed with the Securities and Exchange Commission on April 30, 2021.

Proposal 1 – Election of Directors

Each of the ten nominees for director was duly elected by the Partnership’s unitholders, with votes as follows:

 

Nominee

  Votes For   Votes Withheld   Broker Non-Vote 

Carin M. Barth

   106,038,404    834,911    46,157,377 

Thomas L. Carter, Jr.

   106,763,521    109,794    46,157,377 

D. Mark DeWalch

   106,612,774    260,541    46,157,377 

Jerry V. Kyle, Jr.

   106,638,892    234,423    46,157,377 

Michael C. Linn

   105,957,957    915,358    46,157,377 

John H. Longmaid

   106,040,412    832,903    46,157,377 

William N. Mathis

   106,075,813    797,502    46,157,377 

William E. Randall

   106,682,537    190,778    46,157,377 

Alexander D. Stuart

   106,120,471    752,844    46,157,377 

Allison K. Thacker

   106,661,408    211,907    46,157,377 

Proposal 2 – Ratification of Appointment of the Partnership’s Independent Registered Public Accounting Firm

The appointment of Ernst & Young LLP as the Partnership’s independent registered public accounting firm for the year ending December 31, 2021 was ratified by the Partnership’s unitholders, with votes as follows:

 

Votes For

  

Votes Against

  

Votes Abstain

  

Broker Non-Vote

152,901,907

  116,786  11,999  

Proposal 3 – Approval, on a Non-binding Advisory Basis, of the Compensation of the General Partner’s Named Executive Officers

The compensation of the General Partner’s named executive officers for the fiscal year ended December 31, 2020 was approved, on a non-binding advisory basis, by the Partnership’s unitholders, with votes as follows:

 

Votes For

  

Votes Against

  

Votes Abstain

  

Broker Non-Vote

103,354,777

  613,968  2,904,570  46,157,377

 

2


SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

  BLACK STONE MINERALS, L.P.
  By:     Black Stone Minerals GP, L.L.C.,
   its general partner
Date: June 23, 2021  By:     

/s/ Steve Putman

   Steve Putman
   Senior Vice President, General Counsel, and Corporate Secretary