Welcome to our dedicated page for BATTALION OIL SEC filings (Ticker: BATL), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
Battalion Oil Corporation filings document the public-company record for an independent oil and natural gas operator with common stock listed on the NYSE American. Current reports describe material agreements, completed asset acquisitions and dispositions, operating and financial results, gas treating and midstream arrangements, common-stock issuance programs, preferred-stock conversions, warrants, and other capital-structure matters.
Proxy materials cover annual stockholder voting, director elections, auditor ratification, board and committee governance, and executive compensation disclosures. The filing record also includes Regulation FD disclosures, non-GAAP financial measure reconciliations, and risk, liquidity, reserves, and operational context related to Battalion Oil's Delaware Basin asset base.
Battalion Oil Corporation proposes an at-the-market sale of up to $150,000,000 of common stock. The offering will be conducted under a Sales Agreement with Roth Capital Partners as agent, permitting sales from time to time at prevailing market prices. The Agent may act as agent or principal and may receive up to 3.00% of gross proceeds as compensation. The prospectus supplement states proceeds are for general corporate purposes, including potential acquisitions, working capital, capital expenditures, preferred share redemptions and debt repayment. The supplement cites illustrative figures: an assumed offering price of $3.93 per share and an example post-offering share count of 58,709,501 shares based on assumed sales. Sales are settled through DTC facilities and may be suspended or terminated under the Sales Agreement.
Battalion Oil Corporation is asking stockholders to vote at its 2026 annual meeting on June 11, 2026 in Houston. Investors will elect four directors for one-year terms and ratify Deloitte & Touche LLP as independent public accountant for 2026.
The proxy describes Board and committee structure, director independence and risk oversight, and outlines executive and director pay. 2025 compensation for CEO Matthew Steele totaled $873,607, while EVP/COO Daniel Rohling received $933,201 and SVP/General Counsel Walter Mayer $606,626. Deloitte audit and tax fees for 2025 were $1,608,650. The filing also details major preferred stock investments by large holders and shows three investors each beneficially owning over 20% of the 21,468,836 common shares outstanding as of April 14, 2026.
Battalion Oil Corporation registers for resale up to 36,999,134 shares of Common Stock by selling securityholders under a shelf prospectus, including 5,935,377 issued shares and 31,063,757 shares issuable upon conversion of Redeemable Convertible Preferred Stock (conversion amounts calculated as of April 4, 2026). The registration is to satisfy holders' registration rights and the Company will receive no proceeds from these resales. The shelf also permits future primary offerings up to an aggregate initial offering price of $375,000,000; any particular issuance will be described in a prospectus supplement. The Registration Statement covers resale mechanics, potential distribution methods, and the Selling Securityholders identified in the prospectus.
Battalion Oil Corporation is registering for resale up to 36,999,134 shares of its common stock. The registration covers (i) 5,935,377 issued shares held by selling securityholders and (ii) 31,063,757 shares issuable upon conversion of specified series of Redeemable Convertible Preferred Stock (conversion amounts calculated as of April 4, 2026 and including a company good-faith estimate of an additional 4,625,909 shares). The Company will not receive proceeds from sales by the selling securityholders. This shelf registration also permits the Company to offer up to an aggregate initial offering price of $375,000,000 of various securities in one or more offerings, with specific terms to be provided in prospectus supplements.
Luminus Energy Partners Master Fund, Ltd., managed by Luminus Management LLC, reported an internal restructuring of its indirect holdings of Battalion Oil Corp common stock. On April 2, 2026, the Master Fund distributed 379,559 shares of common stock to certain certificate holders who belatedly provided information needed to receive their allocation.
The filing explains that an earlier 5,200,000‑share distribution in kind left 1,145,542 "Segregated Shares" still held by the Master Fund for non‑responding investors, over which it retains voting and disposition power but no economic interest. After the April 2 transaction, the Master Fund’s reported indirect holding stands at 1,626,949 shares, subject to disclaimers that each reporting person only admits beneficial ownership to the extent of its pecuniary interest.
Luminus Management and its affiliates filed an amended ownership report on Battalion Oil Corp, showing significant influence over the company’s common stock. The filing reports beneficial ownership of 14,132,184 shares of common stock, representing 43.4% of the class, including shares issuable upon conversion of multiple Series A preferred stock series.
The amendment explains a prior distribution in kind of 5,200,000 Battalion Oil shares from the Luminus Master Fund to various feeder funds and affiliates. Because some certificate holders did not complete requirements to receive their allocations, 1,145,542 “Segregated Shares” remain held by the Master Fund for their benefit, with 379,559 of those later distributed on April 2, 2026.
Battalion Oil Corporation reported that directors David Chang and Ajay Jegadeesan have resigned from its Board. Chang, formerly Chairman of the Compensation Committee and a member of the Reserves Committee, and Jegadeesan, a member of the Reserves and Nominating & Corporate Governance Committees, will step down effective March 31, 2026. Both stated their departures are not due to any disagreement with the company or its subsidiaries on operations, policies, or practices. The Board has reduced its size to four members for now and is evaluating multiple highly qualified, independent director candidates to potentially appoint replacements and further enhance Board independence and governance.
Battalion Oil Corporation is registering for resale up to 2,727,273 shares of Common Stock through a prospectus covering (i) 1,800,000 issued shares and (ii) 927,273 shares issuable upon exercise of pre-funded warrants. The registration is for the benefit of the selling securityholder and the Company will not receive proceeds from resale transactions, except for any cash paid upon exercise of the Pre-Funded Warrants.
The resale registration satisfies contractual registration rights tied to a private placement on March 3, 2026. The prospectus lists the selling holder as Alyeska Master Fund, L.P., and notes that sales may occur at prevailing market prices, negotiated prices or through various distribution methods described under the plan of distribution.