Kimbell Royalty Partners (KRP) Form 4 Kimbell Royalty Partners / Brett G. Taylor ownership change

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

Taylor Brett G.

(Last) (First) (Middle)

777 TAYLOR STREET, SUITE 810

(Street)

FORT WORTH TX 76102

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Kimbell Royalty Partners, LP [ KRP ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
	Officer (give title below)	Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
03/01/2024

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common units representing limited partner interests	03/03/2024		F		31,731	D	$15.65	489,487	D
Common units representing limited partner interests	03/04/2024		F		19,429	D	$15.65	470,058	D
Common units representing limited partner interests	03/01/2024		S		22,327	D	$15.68(1)	402,536	I(2)	See footnote(3)
Common units representing limited partner interests	03/04/2024		S		22,326	D	$15.59(4)	380,210	I(5)	See footnote(3)
Common units representing limited partner interests	03/05/2024		S		30,088	D	$15.53(6)	350,122	I(7)	See footnote(3)
Common units representing limited partner interests								27,999	I	See footnote(8)
Common units representing limited partner interests								10,000	I	See footnote(9)
Common units representing limited partner interests								2,172	I	See footnote(10)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. The price reported in Column 4 is a weighted average price. These common units representing limited partner interests of Kimbell Royalty Partners, LP ("Common Units") were sold in multiple transactions ranging from $15.6479 to $15.7200. The reporting person undertakes to provide Kimbell Royalty Partners, LP ("KRP"), any security holder of KRP, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of Common Units sold at each separate price within the range set forth in footnote 1 to this Form 4.

2. The reported sale of 22,327 Common Units occurred pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on November 30, 2023

3. These Common Units are owned directly by the Brett G. Taylor Royalty Trust. The reporting person is the sole trustee and sole beneficiary of the Brett G. Taylor Royalty Trust.

4. The price reported in Column 4 is a weighted average price. These Common Units were sold in multiple transactions ranging from $15.5100 to $15.6500. The reporting person undertakes to provide KRP, any security holder of KRP, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of Common Units sold at each separate price within the range set forth in footnote 4 to this Form 4.

5. The reported sale of 22,326 Common Units occurred pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on November 30, 2023.

6. The price reported in Column 4 is a weighted average price. These Common Units were sold in multiple transactions ranging from $15.5000 to $15.5853. The reporting person undertakes to provide KRP, any security holder of KRP, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of Common Units sold at each separate price within the range set forth in footnote 6 to this Form 4.

7. The reported sale of 30,088 Common Units occurred pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on November 30, 2023.

8. These Common Units are owned directly by BGT Minerals, LLC. The reporting person is the sole member of BGT Minerals, LLC.

9. These Common Units are owned directly by Kimbell GP Holdings, LLC. The reporting person is the sole member of BGT Investments LLC, a member of Kimbell GP Holdings, LLC.

10. These Common Units are owned directly by BRD Royalty Holdings LLC. The reporting person is the sole member of BRD Royalty Holdings LLC.

	/s/ Jamie L. Hayes, Attorney-in-Fact	03/05/2024
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
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