Robert M. Roosa Form 4 Brigham Minerals / Robert M. Roosa 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^*

Roosa Robert M.

(Last) (First) (Middle)

5914 WEST COURTYARD DRIVE

SUITE 200

(Street)

AUSTIN TX 78730

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Brigham Minerals, Inc. [ MNRL ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
01/07/2021

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
Class A Common Stock	01/07/2021		F(1)		22,722	D	$10.99	225,139(2)	D
Class A Common Stock								36,111	I	See Footnote(3)
Class B Common Stock	07/20/2020		G	V	5,000	D	$0	157,537	I	See Footnote(3)
Class B Common Stock								133,102	I	See Footnote(4)

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
Brigham Minerals Holdings LLC Units	$0.00	07/20/2020		G	V		5,000	(5)	(5)	Class A Common Stock	5,000	$0.00	157,537	I	See Footnote(3)
Brigham Minerals Holdings, LLC Units	$0.00							(5)	(5)	Class A Common Stock	133,102		133,102	I	See Footnote(4)

Explanation of Responses:

1. Represents shares withheld by the Issuer to satisfy tax withholding obligations of the Reporting Person that arose in connection with the vesting and settlement of certain restricted stock units.

2. Includes 132,354 restricted stock units awarded pursuant to the Brigham Minerals, Inc. 2019 Long Term Incentive Plan, which are subject to time based vesting upon continued employment through the applicable vesting dates.

3. These securities are held by RSR Resources & Minerals Vested, LLC, of which the Reporting Person is the manager.

4. These securities are held by RSR Resources & Minerals Unvested, LLC, of which the Reporting Person is the manager.

5. Represents units of Brigham Minerals Holdings, LLC ("BMH LLC"), of which the Issuer is the managing member. Subject to the terms of the limited liability company agreement of BMH LLC, such units (together with a corresponding number of shares of Class B common stock) are exchangeable from time to time for shares of Class A common stock of the Issuer.

Remarks:

See attached for Exhibit 24 - Power of Attorney

	/s/ Robert M. Roosa, by Kari A. Potts as Attorney-in-Fact	01/11/2021
	** 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).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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