Chief Executive Officer Ravnaas Robert D. gifted 69,888 units of Common units representing limited partner interests and received a gift of 34,944 units of Common units representing limited partner interests (SEC Form 4)
$KRP
Oil & Gas Production
Energy
| FORM 4 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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| Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). | |||||||||||||||||
| Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10. | |||||||||||||||||
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
Kimbell Royalty Partners, LP [ KRP ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 05/20/2025 | ||||||||||||||||||||||||||
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4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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| 1. Title of Security (Instr. 3) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 3. Transaction Code (Instr. 8) | 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) | 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) | 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 7. Nature of Indirect Beneficial Ownership (Instr. 4) | |||
| Code | V | Amount | (A) or (D) | Price | ||||||
| Common units representing limited partner interests | 05/20/2025 | G(1) | 34,944 | D | $0.00 | 34,944 | I | See footnote(1) | ||
| Common units representing limited partner interests | 05/20/2025 | G(2) | 34,944 | D | $0.00 | 0 | I | See footnote(2) | ||
| Common units representing limited partner interests | 05/20/2025 | G(2) | 34,944 | A | $0.00 | 761,194 | I | By SLAT(2) | ||
| Common units representing limited partner interests | 502,197 | D(3) | ||||||||
| Common units representing limited partner interests | 10,000 | I | See footnote(4) | |||||||
| Common units representing limited partner interests | 1,368 | I | See footnote(5) | |||||||
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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| 1. Title of Derivative Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date (Month/Day/Year) | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) | ||||
| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Explanation of Responses: |
| 1. Represents a bona fide gift by the reporting person of 34,944 common units representing limited partner interests in Kimbell Royalty Partners, LP ("Common Units") to a trust for the benefit of the reporting person's spouse and children. The Common Units were previously owned directly by Westside Energy, LLC. The reporting person is the manager of Westside Energy, LLC and as a result is deemed to beneficially own his pro rata portion of the Common Units that are held directly by Westside Energy, LLC. |
| 2. Represents a bona fide gift by the reporting person's spouse of 34,944 Common Units to a Spousal Lifetime Access Trust ("SLAT"). The reporting person is trustee of the SLAT and retains investment authority over the Common Units. The Common Units were previously owned directly by Westside Energy, LLC. The reporting person is the manager of Westside Energy, LLC and as a result is deemed to beneficially own his pro rata portion of the Common Units that are held directly by Westside Energy, LLC. |
| 3. Includes 35,030 Common Units that, as reported in the reporting person's Form 4 on February 27, 2025, were previously reported as indirectly held by Brazos Minerals, L.L.C. These Common Units were incorrectly reported as indirectly owned in the reporting person's Form 4s filed on March 5, 2025 and May 16, 2025, which resulted in double counting of the Common Units in those reports. This Form 4 corrects the double counting by reporting the Common Units only as directly held by the reporting person. |
| 4. These Common Units are owned directly by Kimbell GP Holdings, LLC. The reporting person is the sole member of Rochelle Royalties, LLC, a member of Kimbell GP Holdings, LLC. |
| 5. These Common Units are owned directly by Princeton Royalties, LLC. The reporting person is the manager and a member of Westside Energy, LLC, a member of Princeton Royalties, LLC. |
| /s/ Jamie L. Hayes, Attorney-in-Fact | 05/21/2025 | |
| ** Signature of Reporting Person | Date | |
| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
| * If the form is filed by more than one reporting person, see Instruction 4 (b)(v). | ||
| ** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). | ||
| Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. | ||