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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

____________________

FORM 8-K

____________________

CURRENT REPORT

Pursuant to Section 13 OR 15(d)

of the Securities Exchange Act of 1934

Date of report (Date of earliest event reported): May 24, 2022

____________________

Brigham Minerals, Inc.

(Exact name of registrant as specified in its charter)

Delaware

001-38870

83-1106283

(State or other jurisdiction of incorporation)

(Commission File Number)

(IRS Employer Identification No.)

5914 W. Courtyard Drive,

Suite 200

Austin,

TX

78730

(Address of principal executive offices) (Zip Code)

Registrant’s Telephone Number, including Area Code:

(512)

220-6350

____________________

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

    ☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

    ☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

    ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to section 12(b) of the Act:

Title of each class

Trading symbol(s)

Name of each exchange on which registered

Class A common stock, par value $0.01

MNRL

New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

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Item 5.07 Submission of Matters to a Vote of Security Holders.

At the Annual Meeting of Stockholders of Brigham Minerals, Inc., a Delaware corporation (the “Company”), held on May 24, 2022 (the “Annual Meeting”), the matters voted upon, and the number of votes cast for or against, as well as the number of abstentions and broker non-votes as to such matters, were as stated below. The proposals related to each matter are described in detail in the Company’s definitive proxy statement for the Annual Meeting, which was filed with the Securities and Exchange Commission on April 13, 2022.

Proposal 1—Election of Directors

The Company’s stockholders elected the following nominees for Class III directors to serve three-year terms expiring at the 2025 Annual Meeting of Stockholders:

			For			Against			Abstentions			Broker Non-Votes
Ben M. “Bud” Brigham			36,266,702			14,260,368			43,180			4,087,117
Gayle Lee Burleson			50,251,237			192,579			126,434			4,087,117
John R. “J.R.” Sult			37,222,716			13,306,989			40,545			4,087,117

Proposal 2—Ratification of Appointment of Independent Registered Public Accounting Firm

The Company’s stockholders ratified the appointment of KPMG LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2022 by the following vote:

For			Against			Abstentions			Broker Non-Votes
53,912,989			657,739			86,639			0

Proposal 3—Advisory Vote to Approve the Company’s Executive Compensation

The Company’s stockholders approved, on an advisory basis, the Company’s compensation of its named executive officers by the following vote:

For			Against			Abstentions			Broker Non-Votes
50,031,748			473,986			64,516			4,087,117

Proposal 4—Advisory Vote on the Frequency of Advisory Votes to Approve the Company’s Executive Compensation

With respect to the advisory vote on the frequency with which to hold future advisory votes to approve the Company’s compensation of its named executive officers, “One Year” received the highest number of affirmative votes cast for the proposal at the meeting:

One Year			Two Years			Three Years			Abstentions			Broker Non-Votes
49,948,522			25,419			578,924			17,385			4,087,117

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Date:			May 27, 2022			BRIGHAM MINERALS, INC.
						By:			/s/ Kari A. Potts
						Name:			Kari A. Potts
						Title:			Vice President, General Counsel, Compliance Officer
									and Corporate Secretary