Item 5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On January 20, 2022, upon the recommendation of the Nominating and Governance
Committee of the Company, the Board of Directors of the Company appointed Gayle
Burleson and Stacy Hock as directors. Ms. Burleson will serve as a Class III
director of the Company until the expiration of her term on the date of the
Company's annual meeting of stockholders in 2022, or until her successor is duly
elected and qualified. Ms. Burleson is not currently named to any committees of
the Board of Directors. Ms. Hock will serve as a Class II director of the
Company until the expiration of her term on the date of the Company's annual
meeting of stockholders in 2024, or until her successor is duly elected and
qualified. Ms. Hock is not currently named to any committees of the Board of
Directors.

Ms. Burleson currently serves on the boards of Select Energy Services, Inc
(NYSE: WTTR) and privately held Chisholm Energy Holdings, LLC. Ms. Burleson was
most recently with Concho Resources Inc. (NYSE: CXO) as the Senior Vice
President of Business Development and Land and held that position until Concho's
acquisition by ConocoPhilips (NYSE: COP) in January 2021. She was employed for
15 years at Concho Resources in various roles and capacities with ever
increasing leadership responsibilities. Prior to joining Concho Resources, Ms.
Burleson served in a number of engineering and operations positions with BTA Oil
Producers, Mobil Oil Corporation, Parker & Parsley Petroleum Company, and Exxon
Corporation. Ms. Burleson received her B.S. in Chemical Engineering from Texas
Tech University.

Ms. Hock is a private investor and currently serves on the boards of Aminex
Therapeutics, a privately held clinical stage drug development company, the
African Dream Initiative and the Texas Public Policy Foundation. She also serves
on the Blanton Museum of Art National Leadership Board, The University of Texas
at Austin McCombs MBA Advisory Board, and The University of Austin Board of
Advisors. Ms. Hock previously held senior management positions in the software
industry, including IBM's WebSphere Software Services business. Ms. Hock
received her B.S. in Computer Science and Electrical Engineering from the
Massachusetts Institute of Technology, and her M.B.A from the University of
Texas in Austin.

There are no arrangements or understandings between Ms. Burleson or any other
person pursuant to which she was elected director. The Company is not aware of
any transaction in which Ms. Burleson has an interest requiring disclosure under
Item 404(a) of Regulation S-K. There are no arrangements or understandings
between Ms. Hock or any other person pursuant to which she was elected director.
The Company is not aware of any transaction in which Ms. Hock has an interest
requiring disclosure under Item 404(a) of Regulation S-K.

Ms. Burleson and Ms. Hock will be compensated for their services on the Board of
Directors under the Company's standard arrangement for non-employee directors,
which consists of an annual cash retainer of $65,000 for each non-employee
director and an annual equity-based award granted to each non-employee director
under the 2019 Long Term Incentive Plan with an aggregate fair market value of
approximately $140,000 on the date of grant.

On January 20, 2022, the Company entered into indemnification agreements (the
"Indemnification Agreements") with each of Ms. Burleson and Ms. Hock pursuant to
which the Company agreed to indemnify them against certain liabilities that may
arise by reason of their status as directors and to advance them expenses
incurred as a result of any proceedings against them as to which they could be
indemnified. The Indemnification Agreements are substantially similar to the
Company's indemnification agreements with its executive officers and other
directors. The foregoing summary of the Indemnification Agreements does not
purport to be complete and is subject to, and qualified in its entirety by, the
full text of the Indemnification Agreements, copies of which are filed as
Exhibit 10.1 and Exhibit 10.2 hereto.

On January 20, 2022, W. Howard Keenan, Jr. resigned from the Board of Directors
of the Company and from all committees thereof. Mr. Keenan did not resign as a
result of any disagreements with the Company on any matter relating to the
Company's operations, policies or practices.

Item 7.01. Regulation FD Disclosure.

On January 24, 2022, the Company issued a press release announcing the appointment of Ms. Burleson and Ms. Hock to the Board of Directors and Mr. Keenan's resignation from the Board of Directors. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K.



In accordance with General Instruction B.2 of Form 8-K, the information
furnished under Item 7.01 of this Current Report on Form 8-K, including Exhibit
99.1, is deemed to be "furnished" and shall not be deemed "filed" for the
purpose of Section 18 of the Securities Exchange Act of 1934, as amended (the
"Exchange Act"), or otherwise subject to the liabilities of that section,

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nor shall such information and Exhibit be deemed incorporated by reference into any filing under the Securities Act or the Exchange Act.




Item 9.01  Financial Statements and Exhibits.
(d)  Exhibits.
  Exhibit Number                                             Description
       10.1                 Indemnification Agreement (Burleson).
       10.2                 Indemnification Agreement (Hock).
       99.1                 Press Release issued by Brigham Minerals, Inc., dated January 24, 2022.
        104               Cover Page Interactive Data File (embedded within

the Inline XBRL document)

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