BRN: Director grant boosts insider stake to 212,040 shares

Rhea-AI Filing Summary

Kenneth S. Grossman, a director of Barnwell Industries, Inc. (BRN), was granted 44,445 restricted stock units (RSUs) on 10/08/2025. After the grant, Mr. Grossman beneficially owned 212,040 shares of common stock. The award is disclosed as a non-employee director grant and was reported on a Form 4 signed by an attorney-in-fact on 10/10/2025. The filing indicates the RSUs were issued pursuant to a Board grant and are described as restricted stock unit awards; no exercise price, vesting schedule, or explicit cash consideration is stated in the Form 4.

Positive

• Significant equity alignment: Grant of 44,445 RSUs on 10/08/2025 aligns a director with shareholders
• Substantial insider stake: Reporting person beneficially owns 212,040 shares after the grant

Negative

• Missing vesting details: Form 4 does not disclose vesting schedule or settlement timing for the RSUs
• No price/consideration stated: The filing does not specify cash paid or performance conditions for the award

Insights

Corporate Governance Analyst

Director compensation granted via 44,445 RSUs increases insider alignment.

The Board awarded 44,445 restricted stock units to a non-employee director on 10/08/2025

Such equity grants typically align directors with shareholders by tying compensation to equity value; the filing does not disclose vesting terms or immediate dilution. Monitor the company’s proxy or 10-K for the plan rules and vesting schedule to assess near-term share issuance and governance signals within the next 12 months.

Equity Ownership Specialist

Post-grant ownership reached 212,040 shares, showing concentrated insider stake.

The reported beneficial ownership after the transaction is 212,040 shares, which quantifies the director’s current position. The Form 4 shows the grant but omits vesting and settlement mechanics, so the timing of any dilution or sales is unclear.

Investors seeking immediate impact should review subsequent filings and the company’s equity-compensation disclosures within the next filing cycle to see when RSUs vest or convert to common stock.

10/10/2025 - 05:11 PM

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

GROSSMAN KENNETH S

(Last) (First) (Middle)

C/O BARNWELL INDUSTRIES, INC.

1100 ALAKEA STREET, SUITE 500

(Street)

HONOLULU HI 96813

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
BARNWELL INDUSTRIES INC [ BRN ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
10/08/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	10/08/2025		A		44,445	A	(1)	212,040	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Represents a restricted stock unit award to a non-employee director made pursuant to a grant by the Board of Directors of Barnwell Industries, Inc. on October 8, 2025.

	/s/ Alexander C. Kinzler Attorney-in-fact for Kenneth S. Grossman	10/10/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What did Kenneth S. Grossman report on the Form 4 for BRN?

He reported a grant of 44,445 restricted stock units on 10/08/2025, bringing his beneficial ownership to 212,040 shares.

Are the RSUs exercisable or were any options reported for BRN?

No derivative securities or exercise prices are listed; the Form 4 describes a restricted stock unit award without exercisable option details.

When was the Form 4 filed and signed for the BRN insider transaction?

The Form 4 shows the transaction date as 10/08/2025 and was signed by an attorney-in-fact on 10/10/2025.

Does the Form 4 disclose vesting terms or settlement timing for the RSUs?

No. The filing states the award was granted by the Board but does not include vesting schedules or settlement dates.

Was this filing made by one reporting person or a group for BRN?

The Form indicates it was filed by one reporting person.