SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP


Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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X
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
  
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
KING LUTHER CAPITAL MANAGEMENT CORP

(Last) (First) (Middle)
301 COMMERCE SUITE 1600

(Street)
FORT WORTH TX 76102

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
TXO Partners, L.P. [ TXO ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
11/14/2023
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
X Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Units 11/10/2023 P 15,000 A $18.4241 2,591,530 I See footnotes(1)(2)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
1. Name and Address of Reporting Person*
KING LUTHER CAPITAL MANAGEMENT CORP

(Last) (First) (Middle)
301 COMMERCE SUITE 1600

(Street)
FORT WORTH TX 76102

(City) (State) (Zip)
1. Name and Address of Reporting Person*
LKCM Investment Partnership, L.P.

(Last) (First) (Middle)
301 COMMERCE STREET
SUITE 1600

(Street)
FORT WORTH TX 76102

(City) (State) (Zip)
1. Name and Address of Reporting Person*
LKCM Private Discipline Master Fund, SPC

(Last) (First) (Middle)
PO BOX 309GT
UGLAND HOUSE, SOUTH CHURCH STREET

(Street)
GRAND CAYMAN E9 00000

(City) (State) (Zip)
Explanation of Responses:
1. Represents (i) 1,189,400 Common Units held by LKCM Investment Partnership, L.P. (LIP), (ii) 1,372,130 Common Units held by PDLP Morningstar, LLC (PDLP), and (iii) 30,000 Common Units held by a separately managed portfolio for which Luther King Capital Management Corporation (LKCM) serves as investment adviser. The Common Units held by LIP and PDLP were received on August 1, 2023 in a pro rata distribution from MorningStar Partners II, L.P. to all of its partners for no consideration.
2. LKCM Investment Partnership GP, LLC (LIP GP) is the general partner of LIP. LKCM Private Discipline Management, L.P. (PDP GP) is the sole holder of management shares of LKCM Private Discipline Master Fund, SPC (PDP), which holds all of the ownership interests of PDLP. LKCM serves as the investment adviser to each of LIP and PDP. J. Luther King, Jr. is the President and controlling shareholder of LKCM and a controlling member of each of LIP GP and PDP GP. Mr. King and LKCM expressly disclaim beneficial ownership of the Common Units reported herein except to the extent of their pecuniary interest therein.
Jacob D. Smith, Principal and General Counsel for Luther King Capital Management Corporation 11/14/2023
Jacob D. Smith, Principal and General Counsel for LKCM Private Discipline Master Fund, SPC 11/14/2023
Jacob D. Smith, Vice President and General Counsel of the General Partner of LKCM Investment Partnership GP, LLC 11/14/2023
** 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 4 (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).

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