PBRA, LLC - 25 Mar 2022 Form 4 Insider Report for Brigham Minerals, Inc.

Role: Director
Signature: PBRA, LLC, By: /s/ Richard Aube, President
Issuer symbol: N/A
Transactions as of: 25 Mar 2022
Net transactions value: $0
Form type: 4
Filing time: 29 Mar 2022, 17:47:05 UTC
Previous filing: 23 Mar 2022
Next filing: 31 May 2022
SEC: View on sec.gov

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	MNRL	Class B Common Stock, par value $0.01	Conversion of derivative security		-479,887	-32%		1,016,676	25 Mar 2022	By Pine Brook BXP Intermediate, L.P.	F1, F2, F4, F5
transaction	MNRL	Class A common stock, par value $0.01	Conversion of derivative security		+479,887			0	25 Mar 2022	By Pine Brook BXP Intermediate, L.P.	F1, F3, F4, F5
transaction	MNRL	Class B Common Stock, par value $0.01	Conversion of derivative security		-806,650	-32%		1,708,945	25 Mar 2022	By Pine Brook BXP II Intermediate, L.P.	F1, F2, F4, F6
transaction	MNRL	Class A common stock, par value $0.01	Conversion of derivative security		+806,650			0	25 Mar 2022	By Pine Brook BXP II Intermediate, L.P.	F1, F3, F4, F6
transaction	MNRL	Class B Common Stock, par value $0.01	Conversion of derivative security		-129,776	-32%		274,938	25 Mar 2022	By Pine Brook PD Intermediate, L.P.	F1, F2, F4, F7
transaction	MNRL	Class A common stock, par value $0.01	Conversion of derivative security		+129,776			0	25 Mar 2022	By Pine Brook PD Intermediate, L.P.	F1, F3, F4, F7

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
transaction	MNRL	Brigham Minerals Holdings, LLC Units	Conversion of derivative security	$0	-479,887	-32%	$0.000000	1,016,676	25 Mar 2022	Class A common stock, par value $0.01	479,887		By Pine Brook BXP Intermediate, L.P.	F1, F2, F3, F4
transaction	MNRL	Brigham Minerals Holdings, LLC Units	Conversion of derivative security	$0	-806,650	-32%	$0.000000	1,708,945	25 Mar 2022	Class A common stock, par value $0.01	806,650		By Pine Brook BXP II Intermediate, L.P.	F1, F2, F3, F4
transaction	MNRL	Brigham Minerals Holdings, LLC Units	Conversion of derivative security	$0	-129,776	-32%	$0.000000	274,938	25 Mar 2022	Class A common stock, par value $0.01	129,776		By Pine Brook PD Intermediate, L.P.	F1, F2, F3, F4

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

Explanation of Responses:

Id	Content
F1	PBRA, LLC may be deemed to share beneficial ownership of the shares of Class A common stock, shares of Class B common stock and Brigham Minerals Holdings, LLC ("Brigham LLC") common units (each a "Common Unit") 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.
F2	At the request of the holder, each Common Unit may be coupled with a share of Class B common stock and redeemed for, at Brigham LLC's election, newly-issued shares of Class A common stock on a one-for-one basis or a cash payment equal to a volume weighted average closing price of one share of Class A common stock for each Common Unit redeemed (each, a "Redemption"). The Common Units do not expire.
F3	As previously reported on the Forms 4 filed on March 17, 2022, March 21, 2022, and March 23, 2022, the broker of each holder of these securities sold a number of shares of Class A common stock subject to a future Redemption of the underlying common units of Brigham LLC and cancellation of an equal amount of shares of Class B common stock of Brigham Minerals, Inc. (collectively, the "Future Redemptions"). On March 25, 2022, Brigham LLC approved the Future Redemptions requested by each holder of these securities, including the settlement in shares of Class A common stock.
F4	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.
F5	Pine Brook BXP Intermediate, L.P. requested that 479,887 shares of Class B common stock and 479,887 Common Units be redeemed, and Brigham LLC elected to redeem such securities for an aggregate of 479,887 shares of Class A common stock.
F6	Pine Brook BXP II Intermediate, L.P. requested that 806,650 shares of Class B common stock and 806,650 Common Units be redeemed, and Brigham LLC elected to redeem such securities for an aggregate of 806,650 shares of Class A common stock.
F7	Pine Brook PD Intermediate, L.P. requested that 129,776 shares of Class B common stock and 129,776 Common Units be redeemed, and Brigham LLC elected to redeem such securities for an aggregate of 129,776 shares of Class A common stock.