Pine Brook Road Associates II Form 4 Brigham Minerals / HOWARD H NEWMAN 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

OMB APPROVAL

OMB Number:	3235-0287
Estimated average burden
hours per response:	0.5

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^*

PBRA, LLC

(Last) (First) (Middle)

C/O PINE BROOK ROAD PARTNERS, LLC

60 EAST 42ND STREET, SUITE 3014

(Street)

NEW YORK NY 10165

(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
	Officer (give title below)	Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
03/07/2022

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

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

	Form filed by One Reporting Person
X	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, par value $0.01	03/07/2022		S		15,960	D	$26.7901(2)	0(7)	I	By Pine Brook BXP Intermediate, L.P.(1)
Class A common stock, par value $0.01	03/07/2022		S		17,686	D	$27.529(3)	0(7)	I	By Pine Brook BXP Intermediate, L.P.(1)
Class A common stock, par value $0.01	03/07/2022		S		915	D	$28.1185(4)	0(7)	I	By Pine Brook BXP Intermediate, L.P.(1)
Class A common stock, par value $0.01	03/07/2022		S		26,828	D	$26.7901(2)	0(7)	I	By Pine Brook BXP II Intermediate, L.P.(1)
Class A common stock, par value $0.01	03/07/2022		S		29,728	D	$27.529(3)	0(7)	I	By Pine Brook BXP II Intermediate, L.P.(1)
Class A common stock, par value $0.01	03/07/2022		S		1,539	D	$28.1185(4)	0(7)	I	By Pine Brook BXP II Intermediate, L.P.(1)
Class A common stock, par value $0.01	03/07/2022		S		4,316	D	$26.7901(2)	0(7)	I	By Pine Brook PD Intermediate, L.P.(1)
Class A common stock, par value $0.01	03/07/2022		S		4,783	D	$27.529(3)	0(7)	I	By Pine Brook PD Intermediate, L.P.(1)
Class A common stock, par value $0.01	03/07/2022		S		247	D	$28.1185(4)	0(7)	I	By Pine Brook PD Intermediate, L.P.(1)
Class A common stock, par value $0.01	03/08/2022		S		28,320	D	$26.1517(5)	0(7)	I	By Pine Brook BXP Intermediate, L.P.(1)
Class A common stock, par value $0.01	03/08/2022		S		16,910	D	$27.5671(6)	0(7)	I	By Pine Brook BXP Intermediate, L.P.(1)
Class A common stock, par value $0.01	03/08/2022		S		47,603	D	$26.1517(5)	0(7)	I	By Pine Brook BXP II Intermediate, L.P.(1)
Class A common stock, par value $0.01	03/08/2022		S		28,425	D	$27.5671(6)	0(7)	I	By Pine Brook BXP II Intermediate, L.P.(1)
Class A common stock, par value $0.01	03/08/2022		S		7,659	D	$26.1517(5)	0(7)	I	By Pine Brook PD Intermediate, L.P.(1)
Class A common stock, par value $0.01	03/08/2022		S		4,572	D	$27.5671(6)	0(7)	I	By Pine Brook PD Intermediate, L.P.(1)

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

1. Name and Address of Reporting Person^*

PBRA, LLC

(Last) (First) (Middle)

C/O PINE BROOK ROAD PARTNERS, LLC

60 EAST 42ND STREET, SUITE 3014

(Street)

NEW YORK NY 10165

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

Pine Brook Capital Partners II, L.P.

(Last) (First) (Middle)

C/O PINE BROOK ROAD PARTNERS, LLC

60 EAST 42ND STREET, SUITE 3014

(Street)

NEW YORK NY 10165

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

Pine Brook PD Intermediate, L.P.

(Last) (First) (Middle)

C/O PINE BROOK ROAD PARTNERS, LLC

60 EAST 42ND STREET, SUITE 3014

(Street)

NEW YORK NY 10165

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

Pine Brook Road Associates II, L.P.

(Last) (First) (Middle)

C/O PINE BROOK ROAD PARTNERS, LLC

60 EAST 42ND STREET, SUITE 3014

(Street)

NEW YORK NY 10165

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

Pine Brook BXP Intermediate, L.P.

(Last) (First) (Middle)

C/O PINE BROOK ROAD PARTNERS, LLC

60 EAST 42ND STREET, SUITE 3014

(Street)

NEW YORK NY 10165

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

Pine Brook BXP II Intermediate, L.P.

(Last) (First) (Middle)

C/O PINE BROOK ROAD PARTNERS, LLC

60 EAST 42ND STREET, SUITE 3014

(Street)

NEW YORK NY 10165

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

Pine Brook Road Advisors, L.P.

(Last) (First) (Middle)

C/O PINE BROOK ROAD PARTNERS, LLC

60 EAST 42ND STREET, SUITE 3014

(Street)

NEW YORK NY 10165

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

NEWMAN HOWARD H

(Last) (First) (Middle)

C/O PINE BROOK ROAD PARTNERS, LLC

60 EAST 42ND STREET, SUITE 3014

(Street)

NEW YORK NY 10165

(City) (State) (Zip)

Explanation of Responses:

1. PBRA, LLC may be deemed to share beneficial ownership of the shares of Class A common stock of Pine Brook PD Intermediate, L.P., Pine Brook BXP Intermediate, L.P. or Pine Brook BXP II Intermediate, L.P. as each of their general partner. Howard Newman is the managing member of PBRA, LLC and may also be deemed to share beneficial ownership of such securities. Each of PBRA, LLC, Pine Brook Capital Partners II, L.P., Pine Brook Road Associates II, L.P., Pine Brook PD Intermediate, L.P., Pine Brook BXP Intermediate, L.P., Pine Brook BXP II Intermediate, L.P. and Pine Brook Road Advisors, L.P. is a director-by-deputization solely for purposes of Section 16 of the Securities and Exchange Act of 1934.

2. The price reported in Column 4 is a volume weighted average market price. These shares were sold in multiple transactions at prices ranging from $26.06 to $27.05, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote.

3. The price reported in Column 4 is a volume weighted average market price. These shares were sold in multiple transactions at prices ranging from $27.06 to $28.055, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote.

4. The price reported in Column 4 is a volume weighted average market price. These shares were sold in multiple transactions at prices ranging from $28.06 to $28.20, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote.

5. The price reported in Column 4 is a volume weighted average market price. These shares were sold in multiple transactions at prices ranging from $25.91 to $26.90, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote.

6. The price reported in Column 4 is a volume weighted average market price. These shares were sold in multiple transactions at prices ranging from $26.91 to $27.78, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote.

7. The broker of the holder of these securities sold such shares subject to a future redemption of the underlying common units of Brigham Minerals Holdings, LLC and cancellation of an equal amount of shares of Class B common stock of Brigham Minerals, Inc. (the "Issuer"). The Reporting Persons disclaim beneficial ownership of these securities except to the extent of their pecuniary interest therein, and this report shall not be deemed an admission that the Reporting Persons are the beneficial owners of the securities for Section 16 or any other purpose.

	PBRA, LLC, By: /s/ Richard Aube, President	03/09/2022
	Pine Brook Capital Partners II, L.P., By: Pine Brook Road Associates II, L.P., its General Partner, By: PBRA, LLC, its General Partner, By: /s/ Richard Aube, President	03/09/2022
	Pine Brook Road Associates II, L.P., By: PBRA, LLC, its General Partner, By: /s/ Richard Aube, President	03/09/2022
	Pine Brook PD Intermediate, L.P., By: PBRA, LLC, its General Partner, By: /s/ Richard Aube, President	03/09/2022
	Pine Brook BXP Intermediate, L.P., By: PBRA, LLC, its General Partner, By: /s/ Richard Aube, President	03/09/2022
	Pine Brook BXP II Intermediate, L.P., By: PBRA, LLC, its General Partner, By: /s/ Richard Aube, President	03/09/2022
	Pine Brook Road Advisors, L.P., By: PBRA, LLC, its General Partner, By: /s/ Richard Aube, President	03/09/2022
	/s/ Howard Newman	03/09/2022
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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