Item 5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain
Officers.
On June 30, 2021, Black Stone Minerals, L.P. (the "Partnership") announced that
Black Stone Minerals GP, L.L.C., the general partner of the Partnership (the
"General Partner"), expects to appoint Carrie P. Clark as its Senior Vice
President, Land & Legal, effective August 2, 2021.
Ms. Clark, 44, has over 20 years of land and legal experience, mostly in senior
roles. She most recently served as Executive Vice President and Chief
Administrative Officer of University Lands, a company within the University of
Texas System that manages over 2 million acres of surface and mineral interests
in West Texas. Before joining University Lands, Ms. Clark was Deputy General
Counsel at Talos Energy, LLC, now a public offshore exploration and production
company, where she headed land. Before Talos, she served as Vice President,
Land & Legal at EnerVest Operating LLC, a private operator, where she oversaw
land and legal and managed acquisitions and divestitures. Ms. Clark began her
career in land and legal roles at Shell Oil Company and a Texas-based electric
cooperative. She currently serves on the Board of Directors of Brigham Minerals
Corporation but expects to step down from that position in connection with her
appointment at the General Partner. She has a JD from the University of Houston
Law Center and a BBA in Petroleum Land Management and Finance from Texas Tech
University.
The Partnership expects that Ms. Clark will enter into a severance agreement
with Black Stone Natural Resources Management Company, in a form substantially
similar to those entered into by Mr. Wood and Mr. Putman, that will provide for
the payment of cash severance payments and benefits in the event Ms. Clark's
employment is terminated under certain circumstances, but she has not yet
entered into such agreement. The Partnership also expects that Ms. Clark will
receive awards under the Partnership's Long-Term Incentive Plan with terms
substantially similar to the awards granted to the General Partner's other
executive officers, but it has not yet awarded her any grants under that plan.
Item 7.01 Regulation FD Disclosure
On June 30, 2021, the Partnership issued a press release announcing the
appointment of Carrie P. Clark as Senior Vice President, Land & Legal. A copy of
the Partnership's press release is attached hereto as Exhibit 99.1.
The information in Item 7.01 of this Current Report, including the exhibit
attached hereto as Exhibit 99.1, is being furnished and shall not be deemed
"filed" for the purposes of Section 18 of the Securities Exchange Act of 1934,
as amended, or otherwise subject to the liabilities of that Section. The
information in Item 7.01 of this Current Report shall not be incorporated by
reference into any registration statement or other document pursuant to the
Securities Act of 1933, as amended, except as otherwise expressly stated in such
filing.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits
Exhibit
Number Description
99.1 Press release dated June 30, 2021
104 Cover Page Interactive Data File (embedded within the Inline XBRL
document).
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