Dorchester Minerals LP

1. 1

   Election of Managers with subsequent appointment to the Advisory Committee

   ManagementBoard: FOR

   Elect three managers (Allen D. Lassiter, A. Troy Sturrock, and Sarah N. Wariner) to the Board of Managers who will also be appointed to the Advisory Committee, each to serve until the 2027 Annual Meeting of Limited Partners.

2. 2

   Approval of the appointment of Grant Thornton LLP as independent registered public accounting firm for the year ending December 31, 2026

   ManagementBoard: FOR

   Approve Grant Thornton LLP as the Partnership’s independent registered public accounting firm for the year ending December 31, 2026.

3. 3

   Advisory vote to approve the compensation paid to the Partnership’s named executive officers ("Say-on-Pay

   ManagementBoard: FOR

   Non-binding advisory vote to approve the compensation paid to the Partnership’s named executive officers as disclosed in the Compensation Discussion and Analysis and accompanying executive compensation disclosures.

   More detail

   This non-binding management proposal asks Unitholders to approve, on an advisory basis, the Partnership’s executive compensation disclosures and the compensation paid to its named executive officers as presented in the proxy. Management seeks approval to validate its compensation philosophy and practices—principally base salaries, discretionary cash bonuses, and equity-based awards including common units and notional units—intended to attract, retain, and align executives with Unitholder interests. The Partnership notes prior strong Unitholder support (over 92% in 2023) and has established a triennial cadence for Say-on-Pay votes, which explains the timing of this advisory vote in 2026. Key context includes the use of notional units that vest over three years for retention, discretion in setting bonuses and salaries through the CE O and Compensation Committee, and limited contractual severance or change-in-control protections. Management frames the program as market-competitive and tailored to the Partnership’s governance and reimbursement structure, and the Board emphasizes its review and oversight role while reserving discretion to adjust compensation. Because the vote is advisory, approval does not bind the Board, but the Board commits to consider the results when making future compensation decisions. Potential investor concerns include the subjective nature of bonus determinations, related-party reimbursements via the general partner and operating partnership structure, and the use of notional units which may affect realized pay depending on vesting and future unit value. The Board’s recommendation and the Partnership’s disclosure of pay-versus-performance metrics, prior voting outcomes, and details of equity award treatment are intended to mitigate governance risk and provide Unitholders with the information necessary to judge whether pay is aligned with performance.

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When is the Dorchester Minerals LP 2026 annual meeting?

Dorchester Minerals LP (DMLP) holds its 2026 annual shareholder meeting on Wednesday, May 13, 2026.

What is the record date for the Dorchester Minerals LP 2026 meeting?

The record date for the Dorchester Minerals LP 2026 meeting is Friday, March 20, 2026. Shareholders of record on or before that date are eligible to vote.

Who are the director nominees for Dorchester Minerals LP's 2026 meeting?

The board is presenting 3 director nominees at the Dorchester Minerals LP 2026 meeting, listed with their independence status and background.

What proposals will shareholders vote on at the Dorchester Minerals LP 2026 meeting?

Shareholders will vote on 3 proposals at the Dorchester Minerals LP 2026 meeting, each tagged with who proposed it and the board's recommendation.