Barnwell (BRN) Director Awarded 44,445 RSUs; Indirect 270,276 Shares Linked

Rhea-AI Filing Summary

Barnwell Industries, Inc. (BRN) reported a Form 4 showing that director Joshua Horowitz received a grant of 44,445 restricted stock units on 10/08/2025. After the award, Mr. Horowitz is reported to beneficially own 178,312 shares directly and is also associated with an indirect holding of 270,276 shares held by Palm Global Small Cap Master Fund LP, for which Palm Management (US) LLC acts as investment manager; the filing notes disclaimers about the extent of Mr. Horowitz’s beneficial ownership. The filing was signed via attorney-in-fact on 10/10/2025.

Positive

• 44,445 restricted stock units granted to a director, which aligns incentives with shareholders
• Director now directly beneficially owns 178,312 shares, increasing skin in the game

Negative

• The award represents potential dilution of 44,445 shares if and when RSUs vest
• Filing does not disclose vesting schedule or timing, leaving conversion and sell-pressure timing unclear

Insights

Corporate Governance Analyst

Director received sizable RSU award, aligning interests with shareholders.

The grant of 44,445 restricted stock units to a non-employee director increases the director's stake and links compensation to future share performance. Such grants are commonly used to align board members with long-term shareholder value without immediate cash outflow.

Key dependencies include vesting terms and any blackout periods that determine when the units convert to shares; those specifics are not disclosed in this filing. Monitor subsequent disclosures for vesting schedule and any sale of shares after vesting within the next 12–36 months.

Equity Markets Specialist

The transaction is a non-cash equity award with modest direct share impact.

The reported addition of 44,445 RSUs increases outstanding potential shares but the filing reports 178,312 directly owned shares and an indirect position of 270,276 by Palm Global. Without company-wide share counts or market-cap details, the absolute impact on share supply and EPS is unclear from this form alone.

Investors should watch for company-level share count updates or proxy disclosures that quantify dilution and for any filings showing conversion/vesting events over the next 12 months.

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
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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^*

Horowitz Joshua

(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)	178,312	D
Common Stock								270,276(2)	I	By Palm Global Small Cap Master Fund LP

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.

2. Palm Management (US) LLC, as the investment manager of Palm Global Small Cap Master Fund LP ("Palm Global"), may be deemed to be a beneficial owner of the shares of common stock disclosed as directly owned by Palm Global. Due to his positions as a portfolio manager and special limited partner of Palm Global and as an employee of Palm Management (US) LLC, Mr. Horowitz may be deemed to be a beneficial owner of the shares of common stock disclosed as directly owned by Palm Global. Palm Management (US) LLC and Mr. Horowitz expressly disclaim such beneficial ownership except to the extent of their pecuniary interest therein.

	/s/ Alexander C. Kinzler as Attorney-in-fact for Joshua Horowitz	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).
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FAQ

What did BRN director Joshua Horowitz receive on 10/08/2025?

He received a grant of 44,445 restricted stock units (RSUs) on 10/08/2025.

How many BRN shares does Joshua Horowitz beneficially own after the transaction?

The Form 4 reports 178,312 shares beneficially owned directly after the reported transaction.

What indirect holdings related to BRN are disclosed in the filing?

The filing lists an indirect interest of 270,276 shares held by Palm Global Small Cap Master Fund LP, managed by Palm Management (US) LLC.

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

The signature by attorney-in-fact is dated 10/10/2025.

Does the filing specify the RSU vesting schedule or price?

No. The Form 4 states the grant amount but does not disclose vesting dates, conversion timing, or prices.