STOCK TITAN

Barnwell Industries (NYSE: BRN) trims Q2 2026 loss and boosts cash

Filing Impact
(High)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

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.

Positive

  • None.

Negative

  • None.

Insights

Barnwell narrows losses, cuts costs, and adds equity capital while staying debt free.

Barnwell Industries showed sequential improvement with net loss attributable to shareholders of $1,150,000 versus $1,426,000 in the prior quarter, helped by lower salaries and administrative costs. Oil and natural gas operating results turned positive at $87,000, reflecting reduced operating and depletion expenses despite lower segment revenue.

The company ended the quarter debt free with $4,016,000 in cash and cash equivalents and working capital of $2,152,000. Cash general and administrative expenses fell to $1,392,000, indicating early benefits from the headquarters move from Honolulu to Houston and a leaner structure.

Barnwell is pursuing strategic options for its Canadian oil and gas assets and has raised equity through an at-the-market facility and a $2,443,000 private placement. Actual impact of the strategic review and real estate transactions will depend on whether contemplated sales close on the terms described.

Item 2.02 Results of Operations and Financial Condition Financial
Disclosure of earnings results, typically an earnings press release or preliminary financials.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Q2 2026 revenue $2,535,000 For the quarter ended March 31, 2026
Q2 2026 net loss attributable $1,150,000 Net loss attributable to shareholders, Q2 2026
Q2 2026 EPS $0.09 loss per share Basic and diluted net loss per share, Q2 2026
Cash and cash equivalents $4,016,000 Balance at quarter end March 31, 2026
Working capital $2,152,000 As of March 31, 2026
Cash G&A expenses $1,392,000 Q2 2026 non-GAAP cash general and administrative expenses
ATM shares issued 1,810,496 shares Total shares issued under at-the-market facility to date
ATM gross proceeds $2,297,000 Gross proceeds from at-the-market equity sales
cash general and administrative expenses financial
"Cash general and administrative expenses, a non-GAAP measure excluding share-based compensation and other non-cash items, declined 8% sequentially to $1,392,000"
non-GAAP financial measures financial
"the Company has included certain financial measures that have not been prepared in accordance with generally accepted accounting principles and constitute “non-GAAP financial measures”"
Non-GAAP financial measures are numbers companies use to show their financial performance that exclude certain expenses or income. They help investors see how the company might perform without one-time costs or other unusual items, giving a different perspective from official reports. However, since they can be adjusted, they don’t always tell the full story and should be looked at alongside standard financial figures.
at the market offerings financial
"sell shares of the Company’s common stock in “at the market” offerings through or to the Agent"
At-the-market offerings are a way for a company to raise cash by selling newly issued shares directly into the open market at the current trading price through a broker, rather than in a single large sale. Think of it like topping up a gas tank a little at a time at whatever the pump price is; it gives the company flexibility to raise money when conditions are favorable but can increase the number of shares outstanding and dilute existing investors, and frequent or large sales can put downward pressure on the stock price.
working capital financial
"ended the quarter with $4,016,000 in cash and cash equivalents and working capital of $2,152,000"
Working capital is the money a business has available to cover its daily expenses, like paying bills and buying supplies. It’s like the cash in your wallet that helps you handle everyday costs; having enough ensures the business can operate smoothly without running into money shortages.
discontinued operations financial
"Net loss from discontinued operations | | | - | | | | 331,000"
Discontinued operations are parts of a company that it has decided to sell or shut down, and no longer plans to run in the future. This matters to investors because it helps them understand which parts of the business are ongoing and which are being phased out, providing a clearer picture of the company’s current performance and future prospects. Think of it like a store closing a department—it no longer contributes to sales or profits.
forward-looking statements regulatory
"The information contained in this press release contains “forward-looking statements,” within the meaning of the Private Securities Litigation Reform Act of 1995"
Forward-looking statements are predictions or plans that companies share about what they expect to happen in the future, like estimating sales or profits. They matter because they help investors understand a company's outlook, but since they are based on guesses and assumptions, they can sometimes be wrong.
Revenue $2,535,000
Net loss attributable to shareholders $1,150,000
Net loss per share $0.09 loss

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): May 21, 2026

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.)

24 Greenway Plaza, Suite 1800Q, Houston, Texas 77046
(Address of Principal Executive Offices) (Zip Code)

(713) 730-7026
(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

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 2.02
Results of Operations and Financial Condition

On May 21, 2026, Barnwell Industries, Inc. issued a press release announcing its financial results for its second quarter ended March 31, 2026. A copy of such press release is furnished as Exhibit 99.1 to this Current Report.

The information furnished pursuant to Item 2.02 of this Current Report on Form 8-K, including Exhibit 99.1 attached hereto, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference into any other filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such a filing.

Item 9.01
Financial Statements and Exhibits.

(d)
Exhibits

Exhibit No.
Description
   
99.1
Press release dated May 21, 2026
   
104
Cover Page Interactive Data File (embedded within the Inline XBRL document)


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: May 26, 2026

 
BARNWELL INDUSTRIES, INC.
       
 
By:
/s/ Philip F. Patman, Jr.
   
Name:
Philip F. Patman Jr.
   
Title:
Chief Financial Officer and Treasurer


Exhibit Index

Exhibit No.
Description
   
99.1
Press Release dated February 23, 2026
   
104
Cover Page Interactive Data File (embedded within the Inline XBRL document)




Exhibit 99.1

Barnwell Industries, Inc. Reports Results for Its Second Quarter Ended March 31, 2026
 
Sequential Quarter-on-Quarter Results Improve as Company Lowers Costs, Strengthens Balance Sheet and Advances Strategic Review
 
HOUSTON, TX / ACCESS Newswire / May 21, 2026 / Barnwell Industries, Inc. (NYSE American:BRN) today reported financial results for its second quarter ended March 31, 2026.
 
Barnwell continued to improve its operating and cost structure during the second quarter as the Company benefited from lower administrative expenses, improved oil and gas operating results, and the completion of its corporate transition from Honolulu, Hawai‘i to a lower-cost Houston based platform.
 
For the quarter ended March 31, 2026, Barnwell reported revenue of $2,535,000 and a consolidated net loss of $1,116,000, compared to revenue of $2,630,000 and a consolidated net loss of $1,412,000 million for the quarter ended December 31, 2025. Net loss attributable to Barnwell shareholders improved to $1,150,000, or $0.09 per share, compared with $1,426,000, or $0.13 per share, in the prior quarter. The Company remained debt free and ended the quarter with $4,016,000 in cash and cash equivalents and working capital of $2,152,000.
 
Management believes sequential quarter-on-quarter comparisons provide the most meaningful framework for evaluating recent performance given the Company’s previously disclosed divestitures of its U.S. and select Canadian oil and gas assets, which meaningfully reduced the asset base relative to the prior-year, as well as the Company’s ongoing transition towards a leaner and more efficient operating structure.
 
Efficiencies, Cost Reduction Initiatives, and Overall Operational Results Improvements
 
During the quarter, Barnwell continued to execute initiatives focused on streamlining operations, reducing overhead, and improving long-term operating leverage. Salaries, wages and bonuses declined 26% compared to the quarter ended December 31, 2025. General and administrative expenses decreased to $1,521,000 from $1,616,000 in the prior quarter. Cash general and administrative expenses, a non-GAAP measure excluding share-based compensation and other non-cash items, declined 8% sequentially to $1,392,000 from $1,519,000. Excluding insurance recoveries of $26,000 in the current quarter and $52,000 in the prior quarter, cash general and administrative expenses declined approximately 10% quarter-over-quarter. The Company expects additional benefits from its lower-cost operating structure in future periods following the completion of the corporate headquarters transition from Honolulu to Houston and the establishment of its new finance team.
 
Compared to the quarter ended December 31, 2025, Barnwell reduced its net loss from continuing operations by approximately 21%, lowered cash general and administrative expenses by 8%, improved oil and natural gas operating performance, and maintained a debt-free balance sheet with over $4.0 million of cash and cash equivalents.
 
Oil and Natural Gas Operating Results
 
Oil and natural gas operating results increased by $119,000 to a positive $87,000 for the three months ended March 31, 2026 compared to the three months ended December 31, 2025. This increase was attributable to a $228,000 decrease in oil and natural gas operating expenses and a $38,000 decrease in oil and natural gas depletion expense, partially offset by a $147,000 decrease in oil and natural gas revenues. Barnwell’s oil and gas operating results following the second quarter continue to be positively impacted by the elevated recent prices for oil.
 

Foreign Currency Gain
 
Net loss from continuing operations for the three months ended March 31, 2026 included a $58,000 foreign currency loss, compared to a $47,000 gain in the prior quarter. This reflects an unfavorable impact of $105,000 due to changes in the U.S. dollar relative to the Canadian dollar on intercompany balances.
 
Completed Transition from Honolulu to Houston Headquarters
 
As previously reported, during the quarter, Barnwell completed the relocation of its corporate headquarters from Honolulu to Houston. The Company believes that this transition has already contributed meaningfully to lower compensation and administrative costs, despite only a portion of the current quarter reflecting the benefits of the reduced cost structure. Barnwell’s Calgary, Alberta office remains an important operational hub supporting the Company’s Canadian operations, including its Twining oil and gas asset, and ensuring continuity through the presence of key management personnel.
 
Canadian Oil and Gas Business Sale Process
 
As previously reported, Barnwell has retained an independent financial advisor to assist in evaluating strategic alternatives with respect to its Canadian oil and gas business, including the potential sale of such assets. As part of this process, the Company has solicited and is evaluating indications of interest from potential counterparties. The Company has not determined whether it will pursue or consummate any transaction. However, management and the Board of the Directors believe that the current commodity price environment and industry backdrop may present an attractive opportunity to maximize shareholder value in this respect. There can be no assurance that this process will result in a transaction or that any such transaction will achieve the benefits management anticipates.
 
Sale of Hawaiian Real Estate-Increment II
 
Also as previously reported, in November 2025, Kaupulehu Developments, a Hawaiian partnership, in which Barnwell holds a 77.6% economic interest, agreed to surrender all remaining rights in the Increment II real estate located on the Island of Hawai‘i in exchange for total consideration of $2,000,000, of which $70,000 has been received. Separately, KD Kukio Resorts, LLLP, KD Maniniowali, LLLP, and KD Kaupulehu, LLLP, entities in which Barnwell holds a 19.6% economic interest, entered into agreements to sell their remaining interests in Increment II for aggregate consideration of $2,109,000. These transactions remain subject to the purchaser’s election to proceed and customary closing conditions. Following completion of these transactions, Barnwell will continue to maintain business interests in real estate and related holdings on the Island of Hawai’i.
 
At-the-Market Securities Sales Facility
 
In February 2026, the Company entered into a Sales Agreement (the “Sales Agreement”) with Roth Capital Partners, LLC (the “Agent”), under which the Company may, from time to time, sell shares of the Company’s common stock in “at the market” offerings through or to the Agent. These offerings have an aggregate offering price of up to $50,000,000, which amount was initially limited to $3,200,000, but subsequently in April 2026 was increased to $4,298,000.
 
To date, Barnwell has issued 1,810,496 shares of common stock (926,403 in the second quarter) at an average sales price of $1.27/share ($1.22/share in the quarter), totaling gross proceeds of $2,297,000 ($1,133,000 in the quarter). This facility, together with the previously disclosed November 2025 private placement which raised gross proceeds of $2,443,000, has strengthened Barnwell’s balance sheet and enhanced the Company’s flexibility to pursue strategic growth initiatives.
 

Summary and Outlook
 
Barnwell’s immediate priorities include disciplined execution within its core oil and gas operations and completing the assessment of whether to sell the Canadian oil and gas business. At the same time, the Company continues to evaluate strategic alternatives and value-creation opportunities, including possible mergers and acquisitions activities, across a broader set of industries. This review is not limited to the energy sector and reflects the Board’s view that Barnwell’s experienced, multidisciplinary management team and directors are well positioned to assess and execute accretive opportunities where appropriate. Chief Financial Officer Philip Patman, Jr., together with Sean Wallace, former Chief Financial Officer to AST SpaceMobile and a senior advisor to the Company, continues to lead this process.
 
Management believes that Barnwell’s debt-free balance sheet, growing cash and cash equivalents and positive working capital position, longstanding public company platform, U.S. net operating loss carryforwards, legacy operations in Hawai‘i, and high-quality Canadian oil and gas assets together provide a flexible and durable foundation from which to pursue these efforts.
 
Mr. Patman stated, “Barnwell today is a significantly leaner, more flexible, and better capitalized company than it was a year ago. We have materially reduced our cost structure, strengthened the balance sheet, and maintained substantial strategic optionality at a time when energy markets and broader corporate transaction opportunities may become increasingly attractive.
 
Our focus is straightforward: allocate capital rationally, maximize the value of our existing asset base, and pursue opportunities that can generate meaningful long-term per share value creation for shareholders. We believe Barnwell’s debt-free balance sheet, public company platform, tax assets, and operational infrastructure provide a strong foundation from which to execute this strategy.”
 
Forward-Looking Statements
 
The information contained in this press release contains “forward-looking statements,” within the meaning of the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. A forward-looking statement is one which is based on current expectations of future events or conditions and does not relate to historical or current facts. These statements include various estimates, forecasts, projections of Barnwell’s future performance, statements of Barnwell’s plans and objectives, and other similar statements. Forward-looking statements include phrases such as “expects,” “anticipates,” “intends,” “plans,” “believes,” “predicts,” “estimates,” “assumes,” “projects,” “may,” “will,” “will be,” “should,” or similar expressions. Although Barnwell believes that its current expectations are based on reasonable assumptions, it cannot assure that the expectations contained in such forward-looking statements will be achieved. Forward-looking statements involve risks, uncertainties and assumptions which could cause actual results to differ materially from those contained in such statements. The risks, uncertainties and other factors that might cause actual results to differ materially from Barnwell’s expectations are set forth in the “Forward-Looking Statements,” “Risk Factors” and other sections of Barnwell’s annual report on Form 10-K for its last fiscal year and Barnwell’s other filings with the Securities and Exchange Commission. Investors should not place undue reliance on the forward-looking statements contained in this press release, as they speak only as of the date of this press release, and Barnwell expressly disclaims any obligation or undertaking to publicly release any updates or revisions to any forward-looking statements contained herein.
 

Key Business Metrics and Non-GAAP Financial Measures
 
In addition to the GAAP financial measures set forth in this press release, the Company has included certain financial measures that have not been prepared in accordance with generally accepted accounting principles (“GAAP”) and constitute “non-GAAP financial measures” as defined by the Securities and Exchange Commission.
 
The Company defines cash general and administrative expenses as general and administrative expenses excluding stock‑based compensation expense and other non-cash items. Management believes that cash general and administrative expenses provides useful supplemental information to investors by facilitating comparisons of the Company’s core operating cost structure, excluding non-cash expenses. Cash general and administrative expenses should not be considered in isolation or as a substitute for general and administrative expenses prepared in accordance with U.S. GAAP, and may not be comparable to similarly titled measures used by other companies.
 
Reconciliation of GAAP to Non-GAAP Financial Measure
 
 
 
Three months ended
 
 
 
March 31,
2026
   
December 31,
2025
 
 
           
General and administrative expenses
 
$
1,521,000
   
$
1,616,000
 
Less:
               
Share-based compensation
   
128,000
     
94,000
 
Other non-cash items
   
1,000
     
3,000
 
Cash general and administrative expenses
 
$
1,392,000
   
$
1,519,000
 


COMPARATIVE OPERATING RESULTS

(Unaudited)

 
 
Three months ended
March 31,
   
Three months ended
March 31,
 
 
 
2026
   
2025
   
2026
   
2025
 
 
                       
Revenues
 
$
2,535,000
   
$
3,569,000
   
$
5,281,000
   
$
7,503,000
 
 
                               
Net loss from continuing operations attributable to Barnwell Industries, Inc.
 
$
(1,150,000
)
 
$
(1,538,000
)
 
$
(2,576,000
)
 
$
(3,136,000
)
Net loss from discontinued operations
   
-
     
331,000
     
-
     
12,000
 
Net loss attributable to Barnwell Industries, Inc.
 
$
(1,150,000
)
 
$
(1,207,000
)
 
$
(2,576,000
)
 
$
(3,124,000
)
 
                               
Basic and diluted net loss per share:
                               
Net loss from continuing operations attributable to Barnwell Industries, Inc.
 
$
(0.09
)
 
$
(0.15
)
 
$
(0.22
)
 
$
(0.31
)
Net loss from discontinued operations
   
-
     
0.03
     
-
     
-
 
Net loss attributable to Barnwell Industries, Inc.
 
$
(0.09
)
 
$
(0.12
)
 
$
(0.22
)
 
$
(0.31
)
 
                               
Weighted-average number of common shares outstanding:
                               
Basic and diluted
   
12,672,012
     
10,053,534
     
11,875,997
     
10,050,319
 

COMPANY:
Barnwell Industries, Inc.
24 Greenway Plaza, Suite 1800Q
Houston, Texas 77046
Telephone: (713) 730-7026
Website: www.brninc.com
 
 
CONTACT:
Philip Patman, Jr.
Chief Financial Officer and Treasurer
Phone: (713) 730-7026
Email: barnwellinfo@brninc.com



FAQ

How did Barnwell Industries (BRN) perform in Q2 2026?

Barnwell reported Q2 2026 revenue of $2,535,000 and a net loss attributable to shareholders of $1,150,000, or $0.09 per share. This compares with a net loss of $1,426,000, or $0.13 per share, in the prior quarter, reflecting sequential improvement.

What is Barnwell Industries’ cash and debt position after the quarter ended March 31, 2026?

Barnwell ended the quarter debt free with $4,016,000 in cash and cash equivalents and working capital of $2,152,000. This liquidity is supported by recent equity raises and provides flexibility as the company evaluates strategic alternatives and manages its leaner operating structure.

How much did Barnwell Industries reduce its general and administrative costs in Q2 2026?

General and administrative expenses declined to $1,521,000 from $1,616,000 in the prior quarter. Cash general and administrative expenses, excluding non-cash items, fell to $1,392,000 from $1,519,000, reflecting cost reductions tied to restructuring and the headquarters relocation to Houston.

What were Barnwell Industries’ oil and gas operating results in Q2 2026?

Oil and natural gas operating results increased by $119,000 to a positive $87,000 for the three months ended March 31, 2026. This was driven by a $228,000 decrease in operating expenses and a $38,000 decrease in depletion, partly offset by lower segment revenues.

How much equity capital has Barnwell Industries raised through its ATM facility and private placement?

Barnwell issued 1,810,496 shares under its at-the-market facility for gross proceeds of $2,297,000, including $1,133,000 in Q2 2026. Combined with a November 2025 private placement that raised $2,443,000, total recent equity proceeds reached $4,740,000.

What strategic initiatives is Barnwell Industries pursuing around its Canadian oil and gas assets?

Barnwell has engaged an independent financial advisor to evaluate strategic alternatives for its Canadian oil and gas business, including a potential sale. The company is reviewing indications of interest from potential counterparties but has not decided whether to pursue or complete any transaction at this stage.

Filing Exhibits & Attachments

4 documents