Welcome to our dedicated page for Barnwell Inds SEC filings (Ticker: BRN), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
Barnwell Industries, Inc. filings document an operating oil and gas company with Canadian production interests and minority Hawaii land-development partnership interests. Periodic reports and related disclosures cover production from the Twining oil field in Alberta, commodity exposure, operating and financial results, land investment activity, and the completed sale of U.S. oil and natural gas working interests.
Current reports on Form 8-K record material events such as operational updates, partnership distributions, strategic and corporate-development appointments, and asset-base updates. The filing record also includes material definitive agreements and capital-structure disclosures, including at-the-market common stock arrangements, along with governance matters, shareholder voting topics, risk disclosures, and late-filing notices when applicable.
Barnwell Industries adopted a new shareholder rights plan designed to deter hostile takeovers. The Board declared a dividend of one right for each outstanding common share, payable to holders of record as of February 13, 2026. Each right lets the holder buy one share of common stock at $7.00 if certain ownership thresholds are crossed.
The rights plan is triggered if a person or group acquires 20% or more of Barnwell’s common stock, with a tighter creep limit of more than 0.25% for existing 20% holders. Upon a trigger, other shareholders can buy stock at a discount equal to twice the then-current market price, heavily diluting the acquirer. The rights can be redeemed by the Board for $0.001 per right before a trigger and otherwise expire on July 29, 2026. The agreement also allows the Board to exchange rights for common shares or equivalent value, and includes standard anti-dilution adjustments.
Barnwell Industries, Inc. is registering 3,250,245 shares of common stock for resale by existing holders. This total includes 2,221,141 outstanding shares and 1,029,104 shares issuable upon exercise of common warrants issued in a November 2025 private placement.
The company will not sell any shares itself and will not receive proceeds from stockholder resales, but will receive cash only if warrants are exercised. As of January 5, 2026, 12,538,064 shares of common stock were issued and outstanding, providing context for potential dilution if the warrants are exercised.
Barnwell Industries, Inc. has filed a mixed shelf registration on Form S-3 covering up to $50,000,000 of common stock, warrants, rights and units, plus 3,250,245 existing shares of common stock for resale by selling stockholders. The primary shelf allows Barnwell to raise capital over time, with specific terms and prices to be set in future prospectus supplements. The resale portion registers 2,221,141 outstanding shares and 1,029,104 shares issuable on warrant exercise that were issued in a November 2025 private placement, and Barnwell will not receive proceeds from stockholder resales other than any cash paid to exercise warrants.
Barnwell operates two main segments: oil and natural gas assets in Alberta, Canada, and land investment interests in high-end real estate developments on the island of Hawaii. The company highlights risks tied to energy markets, Hawaii real estate conditions, regulatory changes and potential dilution from warrant exercises, and states that proceeds it may raise under the shelf or from warrant exercises are expected to be used for general corporate purposes, including working capital.
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.
Barnwell Industries, Inc. reports its fiscal 2025 results, highlighting a streamlined portfolio focused on Canadian oil and natural gas and Hawaii land interests. The company sold its Water Resources drilling subsidiary in March 2025 and classified that business as discontinued operations, and in August 2025 sold its U.S. oil and gas interests in Oklahoma and Texas.
At September 30, 2025 Barnwell’s proved reserves totaled 1,380,000 Boe, consisting of 47% oil, 12% natural gas liquids and 41% natural gas, all in Canada and 66% operated. Net production for 2025 was 414,000 Boe, generating oil, NGL and gas revenues of $10,476,000, $1,588,000 and $1,499,000, respectively. The standardized measure of discounted future net cash flows from proved reserves was $6,670,000, while the undiscounted after‑tax future net cash flow was negative.
The Twining field in Alberta provided 86% of 2025 production and remains the core asset. Barnwell invested $939,000 in oil and gas properties, down from $4,805,000 in 2024, and drilled no wells in 2025. Management discloses going‑concern risks tied to commodity prices, funding needs and activist‑driven costs, and notes a 43% year‑over‑year decline in total proved reserves, driven mainly by asset sales and removal of a prior proved undeveloped location.
Barnwell Industries, Inc. filed a current report to disclose that it has released its financial results for the fiscal year ended September 30, 2025. The company stated that these full-year results were announced in a press release dated December 19, 2025.
The press release containing the detailed annual financial information is included as Exhibit 99.1 to this report, allowing investors to review the company’s performance and other related commentary for the fiscal year.
Barnwell Industries, Inc. director reports new restricted stock award. A director of Barnwell Industries, Inc. received a grant of 9,346 shares of common stock on 12/10/2025, reported as an acquisition of non-derivative securities. Following this award, the reporting person beneficially owns 280,949 shares of Barnwell common stock in direct ownership.
The award is described as restricted stock granted by the Board of Directors to Mr. Kenneth S. Grossman on December 10, 2025, with the restricted stock unit award vesting in a single installment on September 30, 2026.
Barnwell Industries, Inc. reported an equity grant to senior executive Philip F. Patman, who serves as a director and Executive VP – Finance. On 12/10/2025, he received 9,346 shares of common stock as a restricted stock award approved by the Board of Directors. After this grant, he beneficially owns 210,211 shares of Barnwell common stock in direct ownership.
The restricted stock award is structured to vest in a single installment on September 30, 2026, meaning Mr. Patman must remain eligible through that date to receive the shares free of restrictions. The filing is made by an attorney-in-fact on his behalf and reflects an acquisition transaction rather than a sale.
Barnwell Industries, Inc. director Joshua Horowitz reported a new equity grant in the company’s common stock. On December 10, 2025, he received a restricted stock award of 9,346 shares, classified as an acquisition of common stock.
Following this grant, Mr. Horowitz is shown as beneficially owning 202,221 shares directly and 315,276 shares indirectly through Palm Global Small Cap Master Fund LP. The filing notes that Palm Management (US) LLC and Mr. Horowitz may be deemed beneficial owners of the shares held by the fund, but they expressly disclaim beneficial ownership except to the extent of any pecuniary interest. The restricted stock award vests in a single installment on September 30, 2026, aligning his compensation with the company’s future performance.