Welcome to our dedicated page for Barnwell Inds 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. 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.
Barnwell Industries, Inc. submitted a Form 12b-25 notifying the SEC that it cannot timely file its Quarterly Report on Form 10-Q for the period ended March 31, 2026. The company states it expects to file the Quarterly Report within the five-calendar-day extension provided by Rule 12b-25.
The notice is signed by Philip F. Patman, Jr., Chief Financial Officer and Treasurer, and dated May 15, 2026. The narrative cites completion of matters necessary to permit filing as the gating issue and includes standard forward-looking statement language.
JCP Investment Management and affiliates filed a Schedule 13D disclosing a 5.1% beneficial stake in Barnwell Industries common stock. They report beneficial ownership of 724,547 shares, compared with 14,233,259 shares outstanding as of April 9, 2026.
The group acquired 380,788 shares through JCP Investment Partnership and 343,759 shares in managed accounts. Purchases used working capital, including possible margin loans. JCP states it bought the stock believing it was undervalued and may seek to influence capital allocation, ownership structure, potential sale options, and Board composition through ongoing engagement with management and other shareholders.
Bradley L. Radoff and the Radoff Family Foundation updated their ownership disclosure in Barnwell Industries, Inc. through Amendment No. 2 to a Schedule 13D. The amendment was triggered solely by a change in the number of Barnwell’s outstanding common shares.
Based on 14,233,259 shares outstanding as of April 9, 2026, the Radoff Family Foundation beneficially owns 840,135 shares, or about 5.8%. Bradley L. Radoff directly beneficially owns 840,136 shares, also about 5.8%. Including shares held through the foundation, he is deemed to beneficially own 1,680,271 shares, or 11.4% of the company. The filing states there have been no transactions in Barnwell securities by these reporting persons since the prior amendment and notes that each reporting person disclaims beneficial ownership of shares not directly owned.
Barnwell Industries, Inc. amends its January 30, 2026 prospectus supplement to update its at‑the‑market offering capacity: it may offer up to $4,297,700 of common stock through Roth Capital Partners under a previously filed Sales Agreement. The increase reflects a rise in the company’s public float and adjusts the 12‑month limit prescribed by General Instruction I.B.6 of Form S‑3.
The supplement notes a prior shelf capacity of $50,000,000, a prior Form S‑3 limit of $3,200,000, and that approximately $2,103,558 was sold under the I.B.6 allowance in the last 12 months. Shares outstanding were 14,233,259, with a public float of $12,893,200 based on 9,994,729 shares held by non‑affiliates at a reference price of $1.29 per share.
Barnwell Industries received an initial ownership report from investor Bradley L. Radoff and the Radoff Family Foundation, who may be deemed part of a Section 13(d) group that collectively owns more than 10% of Barnwell’s common stock. The filing lists 560,091 shares of common stock held directly and 560,090 shares held indirectly through the Radoff Family Foundation. It also discloses common warrants, both direct and indirect, each exercisable for 280,045 underlying shares of common stock at an exercise price of $1.65 per share, expiring on May 27, 2029. The reporting persons disclaim beneficial ownership beyond their pecuniary interest, indicating the form is primarily a snapshot of existing positions rather than a record of new trades.
Barnwell Industries shareholder Bradley L. Radoff and the Radoff Family Foundation have amended their ownership disclosure on Schedule 13D. The amendment reflects that certain Common Warrants they hold are now exercisable within the next 60 days and therefore count toward beneficial ownership.
The Radoff Family Foundation beneficially owns 840,135 shares of Barnwell Industries common stock, including 280,045 shares underlying Common Warrants, representing about 6.5% of the shares outstanding. Bradley L. Radoff directly beneficially owns 840,136 shares, including 280,045 warrant shares, also about 6.5%. As a director of the foundation, he may be deemed to beneficially own its 840,135 shares, bringing his aggregate beneficial ownership to 1,680,271 shares, or approximately 12.8% of the outstanding shares. The reporting persons state there have been no transactions in the issuer’s securities during the past 60 days and each disclaims beneficial ownership of shares not directly owned.
Barnwell Industries, Inc. reported receiving a cash distribution of approximately $290,000 from its minority interests in the Kukio Resort land development partnerships in Hawaii, including KD Kona and KKM Makai. Management emphasized that these real estate investments provide episodic cash flows that complement the company’s core energy operations.
The company reiterated that it is evaluating opportunities to maximize the value of its diverse asset base, including its Hawaiian real estate interests and Canadian energy assets, through a process to solicit and assess indications of interest from potential counterparties. Barnwell highlighted its focus on disciplined capital allocation and maximizing shareholder value.