| FORM 3 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
|
|||||||||||||||
1. Name and Address of Reporting Person*
(Street)
|
2. Date of Event Requiring Statement
(Month/Day/Year) 08/21/2026 |
3. Issuer Name and Ticker or Trading Symbol
Kimbell Royalty Partners, LP [ KRP ] |
|||||||||||||
|
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
|
5. If Amendment, Date of Original Filed
(Month/Day/Year) |
||||||||||||||
6. Individual or Joint/Group Filing (Check Applicable Line)
| |||||||||||||||
| Table I - Non-Derivative Securities Beneficially Owned | |||
|---|---|---|---|
| 1. Title of Security (Instr. 4) | 2. Amount of Securities Beneficially Owned (Instr. 4) | 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 4. Nature of Indirect Beneficial Ownership (Instr. 5) |
| Class B Units(1) | 8,000,179 | I | By Rivercrest Capital Partners LP(2) |
| Class B Units(1) | 4,075,500 | I | By Rivercrest Capital Partners II LP(3) |
| Class B Units(1) | 500,880 | I | By Cupola Royalty Direct LLC(4) |
|
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||
|---|---|---|---|---|---|---|---|
| 1. Title of Derivative Security (Instr. 4) | 2. Date Exercisable and Expiration Date (Month/Day/Year) | 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) | 4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 6. Nature of Indirect Beneficial Ownership (Instr. 5) | ||
| Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
| OpCo Common Units | (1) | (1) | Common Units | 8,000,179 | (1) | I | By Rivercrest Capital Partners LP(2) |
| OpCo Common Units | (1) | (1) | Common Units | 4,075,500 | (1) | I | By Rivercrest Capital Partners II LP(3) |
| OpCo Common Units | (1) | (1) | Common Units | 500,880 | (1) | I | By Cupola Royalty Direct LLC(4) |
1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
| ||||||||||||||||||||||||
1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
| ||||||||||||||||||||||||
1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
| ||||||||||||||||||||||||
1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
| ||||||||||||||||||||||||
1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
| ||||||||||||||||||||||||
1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
|
| Explanation of Responses: |
| 1. The Class B units ("Class B Units") representing limited partner interests in Kimbell Royalty Partners, LP (the "Issuer") have no economic rights, but each entitles the holder thereof to one vote on all matters to be voted on by unitholders of the Issuer generally. Class B Units, together with an equivalent number of common units ("OpCo Common Units") representing limited liability company interests in Kimbell Royalty Operating, LLC ("OpCo"), are exchangeable from time to time by holders thereof for common units ("Common Units") representing limited partner interests in the Issuer on a one-for-one basis or, at OpCo's election, for cash. |
| 2. Rivercrest Capital GP LLC ("RCP GP") is the general partner of Rivercrest Capital Partners LP ("RCP") and may be deemed to share beneficial ownership of the the Opco Units and Class B Units owned by RCP. |
| 3. Rivercrest Capital GP II LLC ("RCP II GP") is the general partner of Rivercrest Capital Partners II LP ("RCP II") and may be deemed to share beneficial ownership of the the Opco Units and Class B Units owned by RCP II. |
| 4. Rivercrest Cupola LLC ("Cupola GP") is the general partner of Cupola Royalty Direct LLC ("Cupola") and may be deemed to share beneficial ownership of the the Opco Units and Class B Units owned by RCP. |
| Remarks: |
| Exhibit 24 - Power of Attorney. |
| Rivercrest Capital Partners LP By: /s/ Jamie Hayes, attorney-in-fact | 08/27/2026 | |
| Rivercrest Capital GP, LLC By: /s/ Jamie Hayes, attorney-in-fact | 08/27/2026 | |
| Rivercrest Capital Partners II LP By: /s/ Jamie Hayes, attorney-in-fact | 08/27/2026 | |
| Rivercrest Capital II GP, LLC By: /s/ Jamie Hayes, attorney-in-fact | 08/27/2026 | |
| Cupola Royalty Direct LLC By: /s/ Jamie Hayes, attorney-in-fact | 08/27/2026 | |
| Rivercrest Cupola LLC By: /s/ Jamie Hayes, attorney-in-fact | 08/27/2026 | |
| ** 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 5 (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. | ||