EnCap Partners GP, LLC - 17 May 2023 Form 3 Insider Report for Kimbell Royalty Partners, LP (KRP)

Source evidence Original filing metadata and source links for verification. 5 source fields
SEC form
3
Accepted by SEC
24 May 2023, 14:10:19 UTC
Prior SEC filing
07 Jul 2022
Next SEC filing
03 Nov 2023
Source filing
View source filing
Reporting owner 1 detail
Reporting owner signature
/s/ Barry Clark(7)

Key filing fact

EnCap Partners GP, LLC filed Form 3 for Kimbell Royalty Partners, LP (KRP) on 24 May 2023.

Key facts

  • This page summarizes EnCap Partners GP, LLC's Form 3 filing for Kimbell Royalty Partners, LP (KRP).
  • 0 reported transactions and 1 derivative row are listed below.
  • Accepted by SEC: 24 May 2023, 14:10.

Change

  • Previous filing in this sequence was filed on 07 Jul 2022.
  • Current net transaction value: $0.

Research use

  • This tells you what this filing adds before you inspect full transaction and derivative tables.
  • You can trace every row back to the original SEC filing document.

Evidence

Official SEC source

Ownership activity is grounded in SEC Form 3 disclosures.

View source filing

Reported non-derivative transactions

Shares, units, or other non-derivative securities reported in this filing.

KRP holding

Common Units

No transaction description listed

Transaction value
Shares
Change %
Price
Shares after
4,541,914
Date
17 May 2023
Ownership
See footnotes
Footnotes
F2, F4
KRP holding

Class B Common Units

No transaction description listed

Transaction value
Shares
Change %
Price
Shares after
5,369,218
Date
17 May 2023
Ownership
See footnotes
Footnotes
F1, F2, F3, F5, F6

Reported derivative securities

Options, warrants, convertible securities, or similar derivative positions disclosed in the filing.

KRP holding Derivative

OpCo Common Units

No transaction description listed

Transaction value
Shares
Change %
Price
Shares after
Date
17 May 2023
Ownership
See footnotes
Underlying class
Common Units
Underlying amount
5,369,218
Exercise price
$0.000000
Footnotes
F1, F2, F3, F5, F6
* marks a reported price that did not pass the local price check.

Additional SEC filing notes

Filing notes and footnotes

Explanation of responses 6 footnotes

Footnote F1

The Class B units ("Class B Units") representing limited partner interests in Kimbell Royalty Partners, LP (the "Issuer") have no economic rights, but each entitles the holder thereof to one vote on all matters to be voted on by unitholders of the Issuer generally. Class B Units, together with an equivalent number of common units ("OpCo Common Units") representing limited liability company interests in Kimbell Royalty Operating, LLC ("OpCo"), are exchangeable from time to time by holders thereof for common units ("Common Units") representing limited partner interests in the Issuer on a one-for-one basis or, at OpCo's election, for cash.

Footnote F2

EnCap Partners GP, LLC ("EnCap Partners GP") is the sole general partner of EnCap Partners, LP, which is the managing member of EnCap Investments Holdings, LLC, which is the sole member of EnCap Investments GP, L.L.C. ("EnCap Investments GP"), which is the general partner of EnCap Investments L.P. ("EnCap Investments LP"), which is the general partner of EnCap Equity Fund VIII GP, L.P. ("EnCap Fund VIII GP"), which is the general partner of EnCap Energy Capital Fund VIII, L.P. ("EnCap Fund VIII").

Footnote F3

(Continued from Footnote 2) Additionally, EnCap Investments LP is the general partner of EnCap Equity Fund IX GP, L.P. ("EnCap Fund IX GP"), which is the general partner of EnCap Energy Capital Fund IX, L.P. ("EnCap Fund IX"), which is the sole stockholder of Sabalo Midland Basin, Inc. ("Sabalo Midland Basin"), which is the general partner of MB Minerals, L.P. ("MB Minerals").

Footnote F4

These securities are directly held by Fund VIII. EnCap Partners GP indirectly manages EnCap Fund VIII. Therefore, EnCap Partners GP may be deemed to share voting or dispositive power over these securities and may also be deemed to be indirect beneficial owners of these securities. None of the Reporting Persons other than EnCap Partners GP and EnCap Fund VIII have or should be deemed to have any direct or indirect beneficial ownership interest in these securities, and all of the Reporting Persons disclaim beneficial ownership of these securities except to the extent of any such Reporting Person's pecuniary interest therein.

Footnote F5

These securities are directly held by MB Minerals. On April 11, 2023, pursuant to the purchase and sale agreement (the "Kimbell PSA") by and among MB Minerals, Barry Clark, Michael F. Dignam Jr., Thomas A. Medary, Wayne A. Psencik and the Issuer and Kimbell Royalty Operating, LLC, MB Minerals received 5,369,218 OpCo Units and an equivalent amount of Class B Units. EnCap Partners GP indirectly manages Fund IX, which is the sole stockholder of Sabalo Midland Basin, which is the general partner of MB Minerals. Therefore, EnCap Partners GP, EnCap Fund IX and Sabalo Midland Basin may be deemed to share voting or dispositive power over these securities and may also be deemed to be indirect beneficial owners of these securities.

Footnote F6

(Continued from Footnote 5) None of the Reporting Persons other than EnCap Partners GP, EnCap Fund IX, Sabalo Midland Basin and MB Minerals have or should be deemed to have any direct or indirect beneficial ownership interest in these securities, and all of the Reporting Persons disclaim beneficial ownership of these securities except to the extent of any such Reporting Person's pecuniary interest therein.

SEC remarks

7. Signed by Barry Clark in his capacity as President of Sabalo Midland Basin, the general partner of MB Minerals. 8. Signed by Barry Clark in his capacity as President of Sabalo Midland Basin. 9. Signed by Douglas E. Swanson, Jr. in his capacity as a Managing Partner of EnCap Partners GP, the sole General Partner of EnCap Partners LP, the Managing Member of EnCap Investment Holdings, the General Partner of EnCap Investments GP, the General Partner of EnCap Investments LP, the General Partner of EnCap Fund IX GP, the General Partner of EnCap Fund IX. 10. Signed by Douglas E. Swanson, Jr. in his capacity as a Managing Partner of EnCap Partners GP, the sole General Partner of EnCap Partners LP, the Managing Member of EnCap Investment Holdings, the General Partner of EnCap Investments GP, the General Partner of EnCap Investments LP the General Partner of EnCap Equity Fund VIII GP, L.P., the General Partner of EnCap Energy Capital Fund VIII, L.P. 11. Signed by Douglas E. Swanson, Jr. in his capacity as a Managing Partner of EnCap Partners GP.

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