DEF: Black Stone Minerals, L.P. Announces 2025 Annual Meeting and Proxy Statement

Black Stone Minerals, L.P. has announced its 2025 annual meeting of limited partners to be held virtually on June 12, 2025, to vote on director elections, auditor ratification, executive compensation, and a new long-term incentive plan.

Summary

• Black Stone Minerals, L.P. will hold its 2025 annual meeting of limited partners on June 12, 2025, via live webcast.
• Unitholders will vote on the election of directors, ratification of Deloitte as the independent registered public accounting firm, approval of executive compensation, and adoption of the 2025 Long-Term Incentive Plan (LTIP).
• The record date for determining unitholders entitled to vote is April 14, 2025.
• As of the record date, there were 211,636,423 common units and 14,711,219 preferred units outstanding and entitled to vote.
• The Board recommends voting FOR all director nominees, FOR the ratification of Deloitte, FOR the approval of executive compensation, and FOR the approval of the 2025 LTIP.
• The 2025 LTIP authorizes 6,700,000 common units for issuance, including units available under the existing plan and newly reserved units.

Sentiment

Score: 7

Explanation: The document is a standard proxy statement, which is generally neutral in tone. The recommendations are positive for management and the company's proposals.

Positives

• The Board recommends voting FOR all director nominees, FOR the ratification of Deloitte, FOR the approval of executive compensation, and FOR the approval of the 2025 LTIP.
• The 2025 LTIP, if approved, will authorize 6,700,000 common units for issuance, including units available under the existing plan and newly reserved units.

Risks

• If the 2025 LTIP is not approved, the company may need to increase cash compensation, which may not align with unitholder interests.
• The company's success depends on attracting, retaining, and motivating high-quality employees.

Future Outlook

The 2025 LTIP is intended to provide flexibility to enable the continued use of stock-based compensation consistent with the objectives of our compensation program.

Industry Context

The document relates to corporate governance matters typical for publicly traded partnerships in the oil and gas industry, including executive compensation and equity incentive plans.

Comparison to Industry Standards

• The proxy statement covers standard items for publicly traded partnerships, such as director elections, auditor ratification, and executive compensation.
• The executive compensation discussion benchmarks against a peer group of industry companies with comparable size, complexity, revenue, EBITDA, and market capitalization.
• The peer group includes companies such as Antero Resources, Comstock Resources, and Permian Resources, which are common benchmarks for oil and gas companies.

Related Party Transactions

• Fowler T. Carter, son of the Chairman, received $483,369 in total compensation as Senior Vice President, Corporate Development.
• Stephen Fox, son-in-law of the Chairman, received $339,682 in total compensation as Land Manager, Gulf Coast.

Stakeholder Impact

• Shareholders are asked to vote on key proposals that will impact the company's governance and compensation practices.
• Employees may be affected by the approval of the 2025 LTIP, which provides for equity-based compensation.

Next Steps

• Unitholders are urged to review the proxy materials and submit their proxy or voting instructions as soon as possible.
• Attend the Annual Meeting via the Internet at .

Key Dates

Keywords

annual meeting, proxy statement, directors, Deloitte, executive compensation, long-term incentive plan, unitholders, voting, Black Stone Minerals