BX Royal Aggregator LP - Jul 1, 2022 Form 3 Insider Report for Sitio Royalties Corp. (STR)

Role: 10%+ Owner
Signature: BX Royal Aggregator LP, By: BCP VI/BEP Holdings Manager L.L.C., its general partner, By: /s/ Tabea Hsi, Name: Tabea Hsi, Title: Authorized Signatory
Stock symbol: STR
Transactions as of: Jul 1, 2022
Transactions value $: $0
Form type: 3
Date filed: 7/5/2022, 08:48 PM
Next filing: Dec 29, 2022

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
holding	STR	Class C Common Stock						8.64M	Jul 1, 2022	See Footnotes	F1, F2, F3, F4

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
holding	STR	Opco Units							Jul 1, 2022	Class A Common Stock	8.64M	$0.00	See Footnotes	F1, F2, F3, F4, F5

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	On July 1, 2022, Royal Resources L.P. distributed 8,799,410 shares of Class C Common Stock ("Class C Common Stock") of Sitio Royalties Corp. (f/k/a Falcon Minerals Corporation) (the "Issuer") and 8,799,410 common units ("Opco Units") in Sitio Royalties Operating Partnership, LP (f/k/a Falcon Minerals Operating Partnership, LP) ("Opco") pro rata to its unitholders in connection with a liquidating distribution of Royal Resources L.P. Following such distribution, 8,637,727 shares of Class C Common Stock and 8,637,727 Opco Units are beneficially owned directly by BX Royal Aggregator LP ("Royal Aggregator"). BCP VI/BEP Holdings Manager L.L.C. is the general partner of Royal Aggregator. The Issuer is the sole managing member of Opco.
F2	Blackstone Energy Management Associates L.L.C. and Blackstone Management Associates VI L.L.C. are the managing members of BCP VI/BEP Holdings Manager L.L.C. Blackstone EMA L.L.C. is the sole member of Blackstone Energy Management Associates L.L.C. BMA VI L.L.C. is the sole member of Blackstone Management Associates VI L.L.C. Blackstone Holdings III L.P. is the managing member of each of Blackstone EMA L.L.C. and BMA VI L.L.C. The general partner of Blackstone Holdings III L.P. is Blackstone Holdings III GP L.P. The general partner of Blackstone Holdings III GP L.P. is Blackstone Holdings III GP Management L.L.C. Blackstone Inc. ("Blackstone") is the sole member of Blackstone Holdings III GP Management L.L.C. The sole holder of the Series II preferred stock of Blackstone is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly-owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman.
F3	Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person.
F4	Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934 (the "Exchange Act"), each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of any of the securities reported herein for purposes of Section 16 of the Exchange Act or for any other purpose.
F5	The terms of the Second Amended and Restated Agreement of Limited Partnership of Opco provide that, subject to certain restrictions contained therein, each holder of Opco Units (other than the Issuer) generally has the right to cause Opco to redeem all or a portion of its Opco Units (the "Redemption Right") in exchange for shares of Class A Common Stock of the Issuer ("Class A Common Stock") on a one-for-one basis or, at Opco's election, an equivalent amount of cash. The Issuer may, at its option, effect a direct purchase of such Opco Units for shares of Class A Common Stock in lieu of such a redemption by Opco. Upon the future redemption or sale of Opco Units pursuant to the Redemption Right, a corresponding number of shares of Class C Common Stock and Opco Units will be cancelled. The Opco Units and the right to exercise the Redemption Right have no expiration date.