Welcome to our dedicated page for BARNWELL INDUSTRIES SEC filings (Ticker: BRN), 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.
Barnwell Industries, Inc. filings document an operating oil and gas company with Canadian production interests and minority Hawaii land-development partnership interests. Periodic reports and related disclosures cover production from the Twining oil field in Alberta, commodity exposure, operating and financial results, land investment activity, and the completed sale of U.S. oil and natural gas working interests.
Current reports on Form 8-K record material events such as operational updates, partnership distributions, strategic and corporate-development appointments, and asset-base updates. The filing record also includes material definitive agreements and capital-structure disclosures, including at-the-market common stock arrangements, along with governance matters, shareholder voting topics, risk disclosures, and late-filing notices when applicable.
BARNWELL INDUSTRIES, INC. (BRN) completed the sale of its remaining Hawaii development interests on September 15, 2026, for a gross purchase price of $1,770,000 in cash. After minority interests and transaction allocations, Barnwell estimates net consideration of about $1.54 million, plus roughly $0.14 million of pre-closing partnership distributions, for total cash receipts of approximately $1.7 million.
The sale included Barnwell’s 34.45% limited partner interest in KKM Makai, LLLP, its 75% general partner interest in KD Kona 2013 LLLP, and Ka‘upulehu Developments’ remaining project rights at Ka‘upulehu on the Island of Hawaii. Barnwell states this closing effectively completes its exit from remaining Hawaii real-estate-related interests, with only minimal winding-up activities expected.
The buyer, David Johnston, is the son of Terry Johnston, a partner in Ka‘upulehu Developments. The agreement provides that the buyer will indemnify Barnwell and its affiliates against any commission claim by Terry Johnston and will indemnify them for liabilities related to the transferred partnership interests and project rights. The assets were sold on an “AS-IS” basis with limited, time-limited seller representations and liability caps.
BARNWELL INDUSTRIES INC (BRN) director Joshua Horowitz reported an indirect open-market purchase of common stock on September 8, 2026. An entity associated with him, Palm Global Small Cap Master Fund LP, purchased 10,478 shares at a weighted average price of $0.996 per share, bringing its reported indirect holdings to 330,187 shares. Separately, Horowitz is reported to hold 202,221 shares directly, including 77,878 unvested restricted stock units. The filing notes that Palm Management (US) LLC and Horowitz may be deemed beneficial owners of the Palm Global shares but expressly disclaim beneficial ownership except to the extent of their pecuniary interest, and no Rule 10b5-1 trading plan is reported.
BARNWELL INDUSTRIES INC (BRN) director, CFO and Treasurer Philip F. Patman, Jr. reported open-market purchases of the company’s common stock through the Philip F. Patman, Jr. Exempt Trust. The trust bought 5,219 shares on September 8, 2026 and 1,737 shares on September 9, 2026 at weighted average prices around $1.00 per share. Separately, he reports 219,557 shares held directly, including restricted stock awards subject to vesting conditions, and disclaims beneficial ownership of the trust-held shares except to the extent of his pecuniary interest.
Barnwell Industries, Inc. reported improved third-quarter results for the period ended June 30, 2026, with revenue of $3,379,000 and a consolidated net loss of $403,000, compared with revenue of $2,535,000 and a net loss of $1,116,000 in the prior quarter. Net loss attributable to shareholders narrowed to $440,000, or $0.03 per share, versus $1,150,000, or $0.09 per share. Production increased to 82,000 BOE from 75,000 BOE, and the company remained debt free with $4,467,000 in cash and cash equivalents and $3,070,000 of working capital.
Cost initiatives reduced salaries, wages and bonuses by 12%, and cash general and administrative expenses declined to $1,280,000. Adjusted EBITDA improved to a positive $425,000 from negative $369,000. Barnwell is exiting its Hawai‘i real estate development activities through an agreement to sell remaining interests for approximately $1,550,000 in cash plus an expected $770,000 pre-closing distribution, and continues to evaluate strategic alternatives for its Canadian oil and gas business and broader transformative M&A opportunities.
Barnwell Industries, Inc. reported a continuing net loss attributable to stockholders of $440,000 for the quarter ended June 30, 2026, an improvement from a loss of $1,550,000 a year earlier. For the nine months, the net loss was $3,016,000 versus $4,674,000 in the prior-year period.
Quarterly revenues were $3,379,000, slightly higher than $3,192,000 a year ago, while nine‑month revenues declined to $8,660,000 from $10,695,000, mainly due to prior asset sales and natural production declines. Oil and natural gas operations benefitted from lower depletion, operating costs and no current‑period impairments, plus higher equity income of $714,000 from Hawaiian real‑estate affiliates.
Operating cash flow from continuing operations for the nine months was $(3,099,000), compared with $(1,163,000)$ a year earlier, but cash was bolstered by equity issuances, lifting cash and equivalents to $4,467,000 at June 30, 2026. Total stockholders’ equity increased to $8,873,000, and the company reported no debt. Barnwell is in the process of exiting its remaining Hawaii real estate interests under a $1,770,000 purchase and sale agreement, subject to closing conditions.
Barnwell Industries, Inc., through subsidiaries Barnwell Hawaiian Properties and Ka’upulehu Developments, entered into a definitive Purchase and Sale Agreement to sell its remaining Hawaii development interests and related project rights to David Johnston for a cash purchase price of $1,770,000, payable at closing.
The price is allocated $770,000 to partnership interests and $1,000,000 to project and termination rights, with estimated net consideration to Barnwell of approximately $1.5 million, plus about $0.1 million from a $500,000 pre-closing distribution. Closing is to occur on or before September 15, 2026, subject to customary conditions, including no material adverse change and completion of the partnership distribution.
The assets are sold on an "AS-IS" basis with capped, time-limited seller representations and indemnities, while the Buyer provides broad indemnification for liabilities related to the interests and rights sold. Barnwell expects this transaction to complete its exit from known remaining Hawaii real-estate-related interests, followed by winding up certain subsidiaries.
Barnwell Industries, Inc. reported the results of its 2026 annual meeting of stockholders. Six directors were elected to serve until the 2027 annual meeting. A strong quorum was present, with 12,418,444 shares (86.6%) represented out of 14,338,575 shares entitled to vote as of May 4, 2026.
Stockholders approved amendments to the 2018 Equity Incentive Plan, increasing the shares available for issuance from 1,600,000 to 3,080,000 and raising individual annual share limits. They also ratified certain past equity awards that exceeded prior individual limits and approved, on an advisory basis, the compensation of named executive officers.
Stockholders supported holding future advisory “say on pay” votes every year, and the company plans to follow an annual frequency until the next required frequency vote, currently expected at the 2032 annual meeting. The selection of Weaver & Tidwell, L.L.P. as independent registered public accounting firm for the fiscal year ending September 30, 2026 was also ratified.
Barnwell Industries, Inc. reported a smaller loss for the second quarter ended March 31, 2026 while continuing to cut costs and strengthen its balance sheet. Revenue was $2,535,000 and net loss attributable to shareholders was $1,150,000, or $0.09 per share, compared with a net loss of $1,426,000, or $0.13 per share, in the prior quarter.
The company remained debt free, ending the quarter with $4,016,000 in cash and cash equivalents and working capital of $2,152,000. General and administrative expenses fell to $1,521,000, and cash general and administrative expenses, a non-GAAP measure, declined to $1,392,000 from $1,519,000. Oil and natural gas operating results improved to a positive $87,000 due to lower operating and depletion expenses.
Barnwell completed its headquarters move from Honolulu to Houston and is evaluating strategic alternatives for its Canadian oil and gas business, including a potential sale. Through an at-the-market equity program and a prior private placement, the company raised gross proceeds of $4,740,000, supporting its debt-free position and strategic review.
Barnwell Industries reported a smaller quarterly loss but continued operating headwinds. For the three months ended March 31, 2026, revenue from continuing operations was $2.5M, down from $3.6M a year earlier, driven by lower oil and natural gas volumes and prices after asset sales in the U.S. and Canada.
Net loss from continuing operations attributable to Barnwell was $1.15M, improving from $1.54M, helped by $641k lower general and administrative costs and $338k equity income from Hawaiian land partnerships. Six‑month operating cash flow was a $2.4M outflow, partly offset by equity raises.
Barnwell ended March 31, 2026 with $4.0M in cash and $8.2M in total equity. It completed a $2.4M private placement with warrants and issued 926,403 shares under an at‑the‑market program for gross proceeds of $1.1M, while preparing the statements on a going concern basis.
Barnwell Industries is asking stockholders to vote at its 2026 annual meeting on a slate of governance and compensation items. Investors will elect six directors, approve amendments to the 2018 Equity Incentive Plan, and ratify certain past equity awards that exceeded individual plan limits.
Stockholders will also cast advisory votes on executive pay and how often to hold future say-on-pay votes, and decide whether to ratify Weaver and Tidwell, L.L.P. as auditor. The proxy details director and executive backgrounds, pay practices, equity awards, ownership of major holders, and a pay-versus-performance table showing rising net losses and declining total shareholder return.