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AGM 2021

Jun 17, 2021

Speaker 1

Hello, and welcome to the Annual Meeting of Stockholders of Blackstone. Please note that today's meeting is being recorded. During the meeting, we will have a question and answer session. You can submit a written question at any time Please also note that all participants are in listen only mode. If you experience technical difficulties during the meeting, please click on the support link on the broadcast screen.

It is now my pleasure to turn today's meeting over to Mr. Tom Carter. Mr. Carter, the floor is yours.

Speaker 2

Thank you very much. Good afternoon, ladies and gentlemen. It's now a little bit after twelve and in accordance with the notice of the annual meeting, I'll call the Blackstone Minerals LP twenty twenty one Annual Meeting of Limited Partners to order. I'm Tom Carter, CEO and Chairman of the Board and candidate for election as Director. I'll preside at today's meeting and Steve Putman will act as Secretary of the meeting.

On behalf of the Board, I welcome you to the Annual Meeting. I'd like to start I'd like to take a moment to introduce the members of our current Board and Executive Officers. The non management directors in attendance today are Taran Barrack, Mark DeWalsh, Jerry Kyle, Michael Lynn, John Longmaid, Will Mathis, Will Randall, Sandy Stewart and Allison Thacker. The executive officers in attendance today are Steve Putman, Don Smestralla and Jeff Wood. In addition, I'd like to recognize Jill Ahrens and Lisa Goodman, who are also in attendance as representatives of Ernst and Young LLP, our current independent registered public accounting firm.

Ms. Arons and Ms. Goodman will be available to answer questions during the Q and A period following the adjournment of the formal business. I have appointed Steve Putman to act as the Inspector of the Election for the meeting. The Inspector of Election has taken the oath of office, which I directed to be filed with the Partnership records.

I'm going to turn it over to the Secretary.

Speaker 3

Steve? Thanks, Tom. It's important that we have an orderly meeting. You can access the agenda via the web portal, which we will strictly follow in carrying out the business of this meeting. As you will see on the agenda, time has been allotted later in the meeting for discussion as well as any questions or comments you may have concerning the matters to be vetted on this afternoon.

Please keep in mind that this year's meeting is in a virtual only format. You'll be able to submit questions that we will answer at the appropriate time later in the meeting as long as questions are relevant to the meeting. So that all the items on the agenda may be presented before that time, the election of directors, the ratification of the selection of our independent registered public accounting firm for fiscal year 2021 and the approval on a non binding advisory basis of the compensation of our named executive officers for the fiscal year ended 12/31/2020 will be presented first in succession without comment. After these matters have been presented, the polls will be opened and questions remain of these matters may be asked up to a maximum of thirty minutes, after which time the polls will be closed. After a presentation of the matters to be voted on, you may vote via the web portal.

Of course, if you have already voted, you need not vote again at this meeting. If you have not voted or if you would like to change your vote, you may do so by following the directions of the web portal. If you intend to vote at the meeting, please send a message through the message portal and portal so that we'll know to wait for your vote until we close the poll. Again, please be assured that later in the meeting, after the action items on today's agenda have been presented, appropriate questions and comments will be answered. If any unitholder has any matter of individual concern, please raise it after the meeting.

Speaker 2

There are a few formalities to cover before we get into the business of the meeting. Will the Secretary please report on the record date listing of unitholders notice quorum and matters to be considered at today's Annual Meeting?

Speaker 3

April nineteen, twenty twenty one, was set by resolution of the Board as the record date for today's Annual Meeting. All unitholders of record with our proxy holders with the close of business on April 19 are entitled to vote at the Annual Meeting. If you would like to view the listing of unitholders as of the record date, please ask a question saying so and we will provide them both. Notice of this meeting was duly given in accordance with the Partnership agreement. We received an affidavit from the Partnership's transfer agent, American Stock Transfer and Trust Company, certifying that the notice of Internet availability of proxy materials was sent to all unitholders on or about 04/30/2021.

The affidavit will be filed with the Partnership's records. As set forth in the agenda and the notice of the Annual Meeting, the matters to be considered at today's Annual Meeting are: First, the election of directors, the Board of Directors, the general partner, each to serve until the twenty twenty two annual meeting of limited partners and thereafter until such director successors shall have been duly elected and qualified or until such director's earlier death, resignation or removal. Second, the ratification of the appointment of Ernst and Young LLP as the Partnership's independent registered public accounting firm for the fiscal year ending 12/31/2021. And last, the approval on a non binding advisory basis of the compensation of the General Partners' named executive officers for the fiscal year ended 12/31/2020. Each of the matters to be considered today is described in the proxy statement, which accompany the notice of the annual meeting.

Speaker 2

Thank you. Okay. The Secretary has advised us that a quorum is present. Legal notice having been given, this meeting is now convened and open for the transaction of business. As previously mentioned, the items of business being submitted to the unitholders for today's for action today's meeting are the election of directors, the ratification of the appointment of E and Y and the say on paper.

We will now have the presentation for the directors' nominations, the ratification of the selection of partners' independent general public accounting firm and the approval of a non binding advisory on a non binding advisory basis of the compensation of our named executive officers. The first item of business is the election of directors. The Board's nominees for election to serve until twenty twenty two annual meeting are Karen Barth, Tom Carter, Mark DeWalsh, Jerry Keil, Michael Lynn, John Longmaid, Will Mathis, Will Randall, Sandy Stewart and Allison Thacker. The second item of business is the ratification of the appointment of Ernst and Young LLP as the partner's independent registered public accounting firm for the fiscal year ending 12/31/2021. The final item of business is the approval on a non binding advisory basis of the compensation of the General Partners' named executive officers for the fiscal year ending 12/31/2020.

There are no other proposals to come before this meeting since management has not made any other proposals and no other formal proposals were submitted by unitholders in the manner prescribed in the Partnership Agreement, which requires that certain information concerning unitholder proposals be provided to the Partnership before the date of the meeting.

Speaker 3

It's

Speaker 2

now eight minutes after twelve on 06/17/2021, and I declare the polls open for voting on on the election of directors, the ratification of appointment of E and Y and the say on pay. It's important that each unitholder be given an opportunity to cast his or her vote according to the polls who remain open until such time. It does not appear any votes are being cast through the web portal up to a maximum of thirty minutes. If you've already voted, you need not vote again at this meeting. If you have not voted or if you would like to change your vote, you may do so by following the directions on the web portal and submitting a question to the portal so that we can wait for you to finish voting.

You may vote at this time. Okay. This concludes the matters to be considered and voted upon at today's meeting. It's now ten after twelve on 06/17/2021, and declare the polls closed. The Inspector of Elections will count the votes.

Will the Secretary please announce preliminary voting results?

Speaker 3

Based on a preliminary tabulation of events, a plurality of events cast were in favor of each of the partnership's nominees for Directors of the General Partner, each to serve until the twenty twenty two Annual Meeting of Limited Partners and thereafter until such Director's successor shall have been duly elected and qualified or until such director's earlier death, resignation or removal. Based on the preliminary tabulation of the VIST, a majority of the VIST passed were in favor of ratification of the appointment of Ernst and Young LLP with the Partnership's independent registered public accounting firm for the fiscal year ending 12/31/2021. Based on preliminary tabulation of the votes, a majority of the votes cast were in favor of the approval on a non binding advisory basis for the compensation of the General Partners' named executive officers for the fiscal year ended 12/31/2020. The final bidding results will be tallied and subsequently announced in accordance with the requirements of the Securities and Exchange Commission.

Speaker 2

Following the conclusion of the business portion of this meeting, we will continue with a question and answer session. I'm aware of no other business that should be brought before this meeting. Accordingly, I declare this meeting adjourned. We will now be pleased to answer any questions or address any comments asked during the meeting about the Partnership to the extent that they do not require us to disclose material non public information. We have no questions on the message board.

LLC. I want to thank you for attending today's meeting.

Speaker 1

This concludes the meeting. You may now disconnect.

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