Item 5.02 Departure of Directors or Certain Officers; Election of Directors;


          Appointment of Certain Officers; Compensatory Arrangements of Certain
          Officers



On April 15, 2022, the Board of Directors (the "Board") of Texas Pacific Land Corporation (the "Company") appointed Karl F. Kurz and Rhys J. Best as directors effective immediately. In connection with these appointments, the Board increased its size to ten (10) directors. Mr. Kurz will be a Class I director and Mr. Best will be a Class II director.

Messrs. Kurz and Best will receive compensation for service to the Board in accordance with the non-employee director compensation program paid by the Company to all non-employee directors. Neither Mr. Kurz nor Mr. Best have any family relationship with any director, executive officer or other director designee of the Company, nor has either held any previous position with the Company or been involved in any transactions with the Company or any of the Company's directors, executive officers, affiliates or associates that are required to be disclosed pursuant to the rules and regulations of the Securities and Exchange Commission.

Mr. Kurz spent nine years at Anadarko Petroleum Corporation, where he held roles as Chief Operating Officer and Senior Vice President of Northern America Operations, Midstream and Marketing, and is currently a non-executive Chairman of the board at American Water Works Co., Inc. (NYSE: AWK). Mr. Kurz also has extensive private equity experience that includes serving as a senior investment executive at Ares Capital and CCMP Capital Advisors, where he focused on investments in the oil and gas upstream and midstream sectors.

Mr. Best is the former Chairman and Chief Executive Officer of Lone Star Technologies, Inc., a role he retired from after the successful merger with United States Steel Company (NYSE: X). He has extensive corporate leadership and governance experience through participation on numerous boards of directors of major public companies. Notably, Mr. Best served as a director at Cabot Oil and Gas Corp. from 2008 to 2021, his term ending after the company merged with Cimarex Energy in 2021 to form Coterra Energy (NYSE: CTRA).

On April 19, 2022, the Company issued a press release announcing the appointment of Messrs. Kurz and Best, a copy of which is filed herewith as Exhibit 99.1.




Item 8.01. Other Events.



The Board's Nominating and Corporate Governance Committee is in the process of evaluating the possible declassification of the Board and has retained Delaware counsel to assist in the evaluation. This process includes a detailed review of the procedures required to declassify the Board in accordance with rules and guidance from the Securities and Exchange Commission and Delaware law, as well as the Company's governance documents and any contractual obligations. The Nominating and Corporate Governance Committee expects to make a recommendation to the full Board in time for a proposal, if any, to be included in proxy materials for the Company's 2022 annual meeting of stockholders. If recommended, the declassification of the Board would require the affirmative vote of a majority of the Company's directors and approval of the holders of a majority of our outstanding common stock.

Item 9.01. Financial Statements and Exhibits.






(d) Exhibits.




Exhibit
Number     Description
  99.1       Press release dated April 19, 2022.

104        Cover Page Interactive Data File (embedded within the Inline XBRL
           document).




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