[NT 10-Q] BARNWELL INDUSTRIES INC SEC Filing

Rhea-AI Filing Summary

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.

Insights

Corporate Compliance Officer

Routine late-filing notice; expects short extension.

The filing is a procedural notification under Rule 12b-25 that the company cannot timely file its Form 10-Q for the quarter ended March 31, 2026 and expects to use the five-calendar-day extension. This is a common compliance mechanism when additional time is needed to complete reporting items.

Key dependencies are completion of internal review and any accounting or disclosure tasks necessary to permit filing. Subsequent filings will confirm whether the report was filed within the stated extension.

Public Company CFO

Administrative delay; monitor timely follow-up filing.

The notice indicates the company assessed the effort and expense of completing the Form 10-Q and elected the Rule 12b-25 remedy, signaling a short, procedural delay rather than an announced restatement or material corrective action.

Watch for the actual Form 10-Q filing within five calendar days and any subsequent amendments or explanatory disclosures that may affect the quarter's reported results.

Key Figures

Period end: March 31, 2026 Extension stated: five-calendar-day extension Form type filed: Form 12b-25 (NT 10-Q) +2 more

5 metrics

Period end March 31, 2026 quarter ended

Extension stated five-calendar-day extension Rule 12b-25 allowance for Form 10-Q

Form type filed Form 12b-25 (NT 10-Q) notification of late filing

Filing/signature date May 15, 2026 date signed by CFO Philip F. Patman, Jr.

Contact phone (713) 730-7026 telephone number listed on the form

Key Terms

Rule 12b-25, Form 10-Q, forward-looking statements

3 terms

Rule 12b-25 regulatory

"expects to file its Quarterly Report within the five-calendar day extension provided by Rule 12b-25"

Rule 12b-25 is an SEC filing provision that lets a company notify regulators and the public that it cannot file a required periodic report (like a quarterly or annual report) on time and explains the reason for the delay. For investors, the notice is a formal heads-up that financial information will arrive late—similar to a company calling to say it will be late turning in homework—so it signals increased uncertainty and may affect trading and risk assessments until the filing is available.

Form 10-Q regulatory

"unable to file its Quarterly Report on Form 10-Q for the quarter ended March 31, 2026"

A Form 10-Q is a detailed report that publicly traded companies are required to file with regulators three times a year, providing an update on their financial health and business activities. It is important for investors because it offers timely insights into a company's performance, helping them make informed decisions about buying or selling stocks. Think of it as a regular check-up report that shows how well a company is doing.

forward-looking statements legal

"This Form 12b-25 includes "forward-looking statements" within the meaning of Section 27A"

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.

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 12b-25

NOTIFICATION OF LATE FILING

SEC FILE NUMBER

1-5103

CUSIP NUMBER

068221100

(Check one):	☐ Form 10-K	☐ Form 20-F	☐ Form 11-K
	☒ Form 10-Q	☐ Form 10-D	☐ Form N-CEN	☐ Form N-CSR

	For Period Ended:		March 31, 2026
	☐	Transition Report on Form 10-K
	☐	Transition Report on Form 20-F
	☐	Transition Report on Form 11-K
	☐	Transition Report on Form 10-Q
	☐	For the Transition Period Ended:

Nothing in this form shall be construed to imply that the Commission has verified any information contained herein.

If the notification relates to a portion of the filing checked above, identify the Item(s) to which the notification relates:

PART I - REGISTRANT INFORMATION

BARNWELL INDUSTRIES, INC.

Full Name of Registrant

N/A

Former Name if Applicable

24 Greenway Plaza, Suite 1800Q

Address of Principal Executive Office (Street and Number)

Houston, Texas 77046

City, State and Zip Code

PART II - RULES 12b-25(b) AND (c)

If the subject report could not be filed without unreasonable effort or expense and the registrant seeks relief pursuant to Rule 12b-25(b), the following should be completed. (Check box if appropriate)

		(a) The reason described in reasonable detail in Part III of this Form could not be eliminated without unreasonable effort or expense;
☒		(b) The subject annual report, semi-annual report, transition report on Form 10-K, Form 20-F, Form 11-K, Form N-CEN or Form N-CSR, or portion thereof, will be filed on or before the fifteenth calendar day following the prescribed due date; or the subject quarterly report or transition report on Form 10-Q or subject distribution report on Form 10-D, or portion thereof, will be filed on or before the fifth calendar day following the prescribed due date; and
		(c) The accountant’s statement or other exhibit required by Rule 12b-25(c) has been attached if applicable.

PART III - NARRATIVE

State below in reasonable detail why Forms 10-K, 20-F, 11-K, 10-Q, 10-D, N-CEN, N-CSR, or the transition report or portion thereof, could not be filed within the prescribed time period.

Barnwell Industries, Inc. (the “Company”) has determined that it will be unable to file its Quarterly Report on Form 10-Q for the quarter ended March 31, 2026 (the “Quarterly Report”), within the prescribed time period without unreasonable effort or expense.

The Company currently expects to file its Quarterly Report within the five-calendar day extension provided by Rule 12b-25.

Forward-Looking Statements

This Form 12b-25 includes “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended that involve risks and uncertainties, including statements regarding the Company’s expected date of filing the Quarterly Report. Forward-looking statements are based on current expectations but are subject to risks and uncertainties that could cause actual results to differ materially from those indicated, including but not limited to risks and uncertainties related to the completion of matters necessary to permit the filing of the Quarterly Report. There can be no assurance that these forward-looking statements will be achieved, and actual results could differ materially from those suggested by such forward-looking statements.

PART IV - OTHER INFORMATION

(1) Name and telephone number of person to contact in regard to this notification

Philip F. Patman, Jr.		(713)		730-7026
(Name)		(Area Code)		(Telephone Number)

(2) Have all other periodic reports required under Section 13 or 15(d) of the Securities Exchange Act of 1934 or Section 30 of the Investment Company Act of 1940 during the preceding 12 months or for such shorter period that the registrant was required to file such report(s) been filed? If answer is no, identify report(s). ☒ Yes ☐ No

(3) Is it anticipated that any significant change in results of operations from the corresponding period for the last fiscal year will be reflected by the earnings statements to be included in the subject report or portion thereof?

☐ Yes ☒ No

If so, attach an explanation of the anticipated change, both narratively and quantitatively, and, if appropriate, state the reasons why a reasonable estimate of the results cannot be made.

BARNWELL INDUSTRIES, INC.

(Name of Registrant as Specified in Charter)

has caused this notification to be signed on its behalf by the undersigned hereunto duly authorized.

Date	May 15, 2026		By:	/s/ Philip F. Patman, Jr.
				Name:	Philip F. Patman, Jr.
				Title:	Chief Financial Officer and Treasurer

ATTENTION

Intentional misstatements or omissions of fact constitute Federal Criminal Violations (See 18 U.S.C. 1001).