Barnwell Industries (NYSE: BRN) details CFO retirement and finance leadership change

Rhea-AI Filing Summary

Barnwell Industries, Inc. reported a planned senior finance leadership transition. On December 30, 2025, longtime Executive Vice President, Chief Financial Officer, Treasurer, principal financial officer and principal accounting officer Russell M. Gifford announced he will retire effective December 31, 2025.

Philip F. Patman, Jr., currently Executive Vice President–Finance, will become the Company’s Chief Financial Officer, Treasurer and principal financial officer effective upon Mr. Gifford’s retirement. The update reflects a continuation of previously disclosed senior management transition plans and is focused on ensuring continuity in Barnwell’s financial leadership.

false0000010048NYSEAMERNYSEAMER00000100482025-12-302025-12-300000010048brn:CommonStockPurchaseRightsMember2025-12-302025-12-300000010048us-gaap:CommonStockMember2025-12-302025-12-30

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

FORM 8-K

Current Report Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): December 30, 2025

BARNWELL INDUSTRIES, INC.

(Exact Name of Registrant as Specified in its Charter)

Delaware	1-5103	72-0496921
(State or other jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)

1100 Alakea Street, Suite 500

Honolulu, Hawaii 96813

(Address of Principal Executive Offices) (Zip Code)

(808) 531-8400

(Registrant’s Telephone Number, Including Area Code)

Not Applicable

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Common Stock, $0.50 Par Value		BRN		NYSE American
Common Stock Purchase Rights		N/A		NYSE American

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).  Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.☐

Item 5.02  Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

Consistent with the previously disclosed senior management transition plans by Barnwell Industries, Inc. (the “Company”), on December 30, 2025, Russell M. Gifford, the Company’s Executive Vice President, Chief Financial Officer, Treasurer, principal financial officer and principal accounting officer announced he will retire, effective December 31, 2025.

Philip F. Patman, Jr., the Company’s Executive Vice President-Finance, will assume the roles of Chief Financial Officer, Treasurer, and principal financial officer of the Company effective upon Mr. Gifford’s retirement.

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Dated: December 30, 2025

	BARNWELL INDUSTRIES, INC.
	By:	/s/ Alexander C. Kinzler
		Name:	Alexander C. Kinzler
		Title:	Secretary

FAQ

What leadership change did Barnwell Industries (BRN) disclose?

Barnwell Industries disclosed that Russell M. Gifford, its Executive Vice President, Chief Financial Officer, Treasurer, principal financial officer and principal accounting officer, will retire effective December 31, 2025.

Who will be the new Chief Financial Officer of Barnwell Industries (BRN)?

Philip F. Patman, Jr., currently Executive Vice President–Finance, will assume the roles of Chief Financial Officer, Treasurer and principal financial officer effective upon Mr. Gifford’s retirement.

When will Barnwell Industries’ CFO transition become effective?

The transition becomes effective upon the retirement of Russell M. Gifford on December 31, 2025, at which time Philip F. Patman, Jr. will take over the finance leadership roles.

Is the Barnwell Industries (BRN) CFO retirement part of a broader plan?

Yes. The Company states that Mr. Gifford’s retirement is consistent with previously disclosed senior management transition plans, indicating this change is part of an established succession process.

Which key finance roles are changing at Barnwell Industries (BRN)?

The roles of Chief Financial Officer, Treasurer and principal financial officer are moving from Russell M. Gifford to Philip F. Patman, Jr. following Mr. Gifford’s retirement.