BX Royal Aggregator LP - 19 Aug 2025 Form 4 Insider Report for Sitio Royalties Corp. (STR)

Reporting relationship: Former 10% Owner
Issuer ticker: STR
Reported as of: 19 Aug 2025
Net transaction value: $0
SEC form: 4
Accepted by SEC: 21 Aug 2025, 16:17:16 UTC
Prior SEC filing: 29 Dec 2022
Source filing: View source filing
Reporting owner signature: BX Royal Aggregator LP, By: BCP VI/BEP Holdings Manager L.L.C., its general partner, By: /s/ Robert Brooks, Name: Robert Brooks, Title: Authorized Signatory

Key filing fact

BX Royal Aggregator LP filed Form 4 for Sitio Royalties Corp. (STR) on 21 Aug 2025.

Key facts

This page summarizes BX Royal Aggregator LP's Form 4 filing for Sitio Royalties Corp. (STR).
5 reported transactions and 3 derivative rows are listed below.
Accepted by SEC: 21 Aug 2025, 16:17.

Change

Previous filing in this sequence was filed on 29 Dec 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

Filed on Form 4

Ownership activity is grounded in SEC Form 4 disclosures.

View source filing

Reporting Owners (10)

CIK 0001936034 Primary reporting owner

BX Royal Aggregator LP

Relationship: Former 10% Owner
Address: C/O BLACKSTONE INC., 345 PARK AVENUE, NEW YORK
Signature: BX Royal Aggregator LP, By: BCP VI/BEP Holdings Manager L.L.C., its general partner, By: /s/ Robert Brooks, Name: Robert Brooks, Title: Authorized Signatory
Signature date: 21 Aug 2025

CIK 0001935997

BCP VI/BEP Holdings Manager L.L.C.

Relationship: Former 10% Owner
Address: C/O BLACKSTONE INC., 345 PARK AVENUE, NEW YORK
Signature: BCP VI/BEP Holdings Manager L.L.C., By: /s/ Robert Brooks, Name: Robert Brooks, Title: Authorized Signatory
Signature date: 21 Aug 2025

CIK 0001713955

Blackstone Energy Management Associates L.L.C.

Relationship: Former 10% Owner
Address: C/O BLACKSTONE INC., 345 PARK AVENUE, NEW YORK
Signature: Blackstone Energy Management Associates L.L.C., By: Blackstone EMA L.L.C., its sole member, By: /s/ Robert Brooks, Name: Robert Brooks, Title: Authorized Signatory
Signature date: 21 Aug 2025

CIK 0001556089

Blackstone Management Associates VI L.L.C.

Relationship: Former 10% Owner
Address: C/O BLACKSTONE INC., 345 PARK AVENUE, NEW YORK
Signature: Blackstone Management Associates VI L.L.C., By: BMA VI L.L.C., its sole member, By: /s/ Robert Brooks, Name: Robert Brooks, Title: Authorized Signatory
Signature date: 21 Aug 2025

CIK 0001713957

Blackstone EMA L.L.C.

Relationship: Former 10% Owner
Address: C/O BLACKSTONE INC., 345 PARK AVENUE, NEW YORK
Signature: Blackstone EMA L.L.C., By: /s/ Robert Brooks, Name: Robert Brooks, Title: Authorized Signatory
Signature date: 21 Aug 2025

CIK 0001556083

BMA VI L.L.C.

Relationship: Former 10% Owner
Address: C/O BLACKSTONE INC., 345 PARK AVENUE, NEW YORK
Signature: BMA VI L.L.C., By: /s/ Robert Brooks, Name: Robert Brooks, Title: Authorized Signatory
Signature date: 21 Aug 2025

CIK 0001892226

RRR AGGREGATOR LLC

Relationship: Former 10% Owner
Address: C/O BLACKSTONE INC., 345 PARK AVENUE, NEW YORK
Signature: RRR Aggregator LLC, By: /s/ Robert Brooks, Name: Robert Brooks, Title: Authorized Signatory
Signature date: 21 Aug 2025

CIK 0001886812

BX Primexx Topco LLC

Relationship: Former 10% Owner
Address: C/O BLACKSTONE INC., 345 PARK AVENUE, NEW YORK
Signature: BX Primexx Topco LLC, By: /s/ Robert Brooks, Name: Robert Brooks, Title: Authorized Signatory
Signature date: 21 Aug 2025

CIK 0001886209

BCP VII/BEP II Holdings Manager L.L.C.

Relationship: Former 10% Owner
Address: C/O BLACKSTONE INC., 345 PARK AVENUE, NEW YORK
Signature: BCP VII/BEP II Holdings Manager L.L.C., By: /s/ Robert Brooks, Name: Robert Brooks, Title: Authorized Signatory
Signature date: 21 Aug 2025

CIK 0001700376

Blackstone Energy Management Associates II L.L.C.

Relationship: Former 10% Owner
Address: C/O BLACKSTONE INC., 345 PARK AVENUE, NEW YORK
Signature: Blackstone Energy Management Associates II L.L.C., By: Blackstone EMA II L.L.C., its sole member, By: /s/ Robert Brooks, Name: Robert Brooks, Title: Authorized Signatory
Signature date: 21 Aug 2025

Reported non-derivative transactions

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

STR transaction

Class C Common Stock

Other

Transaction value
Shares: -8,637,727
Change %: -100%
Price
Shares after: 0
Date: 19 Aug 2025
Ownership: See Footnotes
Footnotes: F1, F3, F5, F8, F11, F12, F13

STR transaction

Class C Common Stock

Other

Transaction value
Shares: -11,400,218
Change %: -100%
Price
Shares after: 0
Date: 19 Aug 2025
Ownership: See Footnotes
Footnotes: F2, F4, F5, F8, F11, F12, F13

Reported derivative securities

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

STR transaction Derivative

Opco Units

Other

Transaction value
Shares: -8,637,727
Change %: -100%
Price
Shares after: 0
Date: 19 Aug 2025
Ownership: See Footnotes
Underlying class: Class A common stock
Underlying amount: 8,637,727
Exercise price
Footnotes: F1, F3, F5, F6, F7, F8, F11, F12, F13

STR transaction Derivative

Opco Units

Other

Transaction value
Shares: -11,400,218
Change %: -100%
Price
Shares after: 0
Date: 19 Aug 2025
Ownership: See Footnotes
Underlying class: Class A common stock
Underlying amount: 11,400,218
Exercise price
Footnotes: F2, F4, F5, F6, F7, F8, F11, F12, F13

STR transaction Derivative

Consideration Allocation Rights

Other

Transaction value
Shares: -57,288
Change %: -100%
Price
Shares after: 0
Date: 19 Aug 2025
Ownership: See Footnotes
Underlying class: Class A common stock
Underlying amount: 57,288
Exercise price
Footnotes: F2, F4, F5, F9, F10, F11, F12, F13

^* marks a reported price that did not pass the local price check.

Additional SEC filing notes

Filing notes and footnotes

Section 16 status

BX Royal Aggregator LP is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may still apply in specific circumstances.

Explanation of responses 13 footnotes

Footnote F1

Reflects securities directly held by BX Royal Aggregator LP ("Royal Aggregator").

Footnote F2

Reflects securities directly held by RRR Aggregator LLC ("RRR Aggregator").

Footnote F3

BCP VI/BEP Holdings Manager L.L.C. is the general partner of Royal Aggregator. 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.

Footnote F4

BX Primexx Topco LLC is the sole member of RRR Aggregator. BCP VII/BEP II Holdings Manager L.L.C. is the managing member of BX Primexx Topco LLC. Blackstone Energy Management Associates II L.L.C. and Blackstone Management Associates VII L.L.C. are the managing members of BCP VII/BEP II Holdings Manager L.L.C. Blackstone EMA II L.L.C. is the sole member of Blackstone Energy Management Associates II L.L.C. BMA VII L.L.C. is the sole member of Blackstone Management Associates VII L.L.C.

Footnote F5

Blackstone Holdings III L.P. is the managing member of each of BMA VI L.L.C., Blackstone EMA L.L.C., BMA VII L.L.C. and Blackstone EMA II L.L.C. Blackstone Holdings III GP L.P. is the general partner of Blackstone Holdings III L.P. Blackstone Holdings III GP Management L.L.C. is the general partner of Blackstone Holdings III GP L.P. 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.

Footnote F6

The terms of the Second Amended and Restated Agreement of Limited Partnership of Sitio Royalties Operating Partnership, LP ("Opco") provide that, subject to certain restrictions contained therein, each holder of the common units ("Opco Units") in Opco (other than Sitio Royalties Corp. (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 on a one-for-one basis or, at Opco's election, an equivalent amount of cash.

Footnote F7

(Continued from Footnote 6) The Issuer may, at its option, effect a direct purchase of such Opco Units for shares of Class A Common Stock of the Issuer 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.

Footnote F8

On August 19, 2025, pursuant to the Agreement and Plan of Merger, dated as of June 2, 2025 (the "merger agreement"), each share of Class C Common Stock of the Issuer issued and outstanding was automatically cancelled and ceased to exist and the Opco Units converted into the right to receive (i) 0.4855 units representing limited liability company interests in Viper Energy Partners LLC and (ii) 0.4855 shares of Class B common stock of Viper Energy, Inc.

Footnote F9

The Issuer previously granted restricted stock awards (the "Stock Award"), consisting of shares of the Issuer's Class C Common Stock and Opco Units, to its executive officers in an amount equal to 0.5% of the number of shares received by the former holders of the limited liability company interests of DPM HoldCo, LLC (the "DPM Members") (the "Restricted Shares"). Each restricted stock award will vest in equal installments on the first four anniversaries of the applicable date of grant, so long as the executive officer remains continuously employed by the Issuer through each vesting date. To the extent that a restricted stock award is forfeited, the shares of Class C Common Stock and Opco Units subject to such forfeited award will be returned to the Issuer.

Footnote F10

(Continued from Footnote 9) In connection with the foregoing, the Issuer and the DPM Members entered into that certain Assignment and Allocation Agreement, dated as of June 7, 2022 (the "Allocation Agreement"), pursuant to which the Issuer agreed that it would re-issue to the DPM Members, on a one-for-one basis, shares of Class C Common Stock and Opco Units to the extent Restricted Shares are forfeited by the original holders thereof, with RRR Aggregator entitled to receive its pro rata portion of any such shares re-issued. The Reporting Persons are no longer entitled to receive such securities as all of the Stock Awards vested in connection with the closing of the transactions contemplated by the merger agreement.

Footnote F11

Due to the limitations of the electronic filing system certain Reporting Persons are filing a separate Form 4.

Footnote F12

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.

Footnote F13

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, 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 all of the reported securities for purposes of Section 16 or for any other purpose.

SEC remarks

Form 1 of 2