[SCHEDULE 13D/A] Barnwell Industries, Inc. SEC Filing

Rhea-AI Filing Summary

Barnwell Industries, Inc. Employees' Pension Plan Trust filed Amendment No. 1 to a Schedule 13D reporting ownership of 629,525 shares of Barnwell common stock, representing 6.2% of the 10,073,534 shares outstanding as of August 11, 2025. The filing restates the issuer's principal office and clarifies that other terms of the original Schedule 13D remain unchanged.

The trust disclosed a sequence of open-market purchases between July 14, 2025 and September 10, 2025 totaling the shares reported, with prices per share ranging from $1.12 to $1.24. The filing includes a standard disclaimer that the reporting person disclaims beneficial ownership except to the extent of any pecuniary interest.

Positive

• Significant institutional stake: Reporting Person holds 629,525 shares, equal to 6.2% of outstanding common stock.
• Transparent accumulation: Detailed open-market purchase log shows gradual purchases from July 14, 2025 through September 10, 2025 at prices between $1.12 and $1.24.

Negative

• None.

Insights

Financial Analyst

TL;DR: A pension trust accumulated a meaningful 6.2% stake through steady open-market purchases over July–September 2025.

The filing documents an institutional accumulation that reaches a non-trivial minority position in Barnwell Industries, Inc. The detailed trade list shows disciplined purchases at low single-digit dollar prices, suggesting gradual position building rather than a single block trade. For investors, a 6.2% holding by an employees' pension trust may signal a stable, long-term shareholder rather than an activist. The filing contains no new operational or financial data about the company itself.

Corporate Governance Expert

TL;DR: Ownership disclosure is routine but important: a 6.2% position triggers reporting and could affect shareholder dynamics.

The amendment clarifies ownership and purchase history consistent with Schedule 13D obligations. Because the filer is an employees' pension plan trust, the stake likely reflects fiduciary investment activity. The filing includes the standard beneficial-ownership disclaimer and does not state any intent to influence management or propose transactions, so governance implications are limited to public visibility of an institutional holder.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. 1)

BARNWELL INDUSTRIES INC

(Name of Issuer)

Common stock, par value $0.50 per share

(Title of Class of Securities)

068221100

(CUSIP Number)

Justin W. Chairman, Esq.
Morgan, Lewis & Bockius LLP, 2222 Market Street
Philadelphia, PA, 19103
(215) 963-5000

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

09/09/2025

(Date of Event Which Requires Filing of This Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.

The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

SCHEDULE 13D

CUSIP No. 068221100

1

Name of reporting person

Barnwell Industries, Inc. Employees' Pension Plan Trust

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

OO

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

NEW JERSEY

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 629,525.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 629,525.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

629,525.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

6.2 %

14

Type of Reporting Person (See Instructions)

EP

SCHEDULE 13D

Item 1.	Security and Issuer
(a)	Title of Class of Securities: Common stock, par value $0.50 per share
(b)	Name of Issuer: BARNWELL INDUSTRIES INC
(c)	Address of Issuer's Principal Executive Offices: 1100 Alakea Street, Suite 500, Honolulu, HAWAII , 96813.
Item 1 Comment: The information in this Amendment No. 1 to Schedule 13D (this "First Amendment" or this "13D/A") amends and supplements the Schedule 13D (the "Original Schedule 13D," and, as amended, the "Schedule 13D") filed with the U.S. Securities and Exchange Commission (the "SEC") by the Reporting Person therein described on July 3, 2025, relating to the common stock, par value $0.50 per share (the "Common Stock"), of Barnwell Industries, Inc., a Delaware corporation (the "Issuer" or the "Company"). Except as set forth herein, the Schedule 13D remains unmodified. Capitalized terms used herein without definition have the meaning assigned thereto in the Original Schedule 13D.
Item 5.	Interest in Securities of the Issuer
(a)	Information in Rows 11 to 13 of the cover page are incorporated into this Item 5(a) by reference. The Reporting Person's aggregate percentage beneficial ownership of the total amount of Common Stock outstanding is 6.2%, based on a total of 10,073,534 shares of Common Stock issued and outstanding as of August 11, 2025, as reported in the Issuer's quarterly report on Form 10-Q filed with the SEC on August 13, 2025. The Reporting Person disclaims beneficial ownership of all the shares of Common Stock included in this report, except to the extent of any pecuniary interest therein, and the filing of this report shall not be construed as an admission that any such person or entity is the beneficial owner of any such securities for purposes of Section 13(d) or 13(g) of the Exchange Act, or for any other purpose.
(b)	Information in Rows 7 to 10 of the cover page are incorporated into this Item 5(b) by reference.
(c)	The Reporting Person made the following open market purchases of shares of Common Stock during the past sixty days : Number of Transaction Shares Purchase Price Date Purchased Per Share 09/10/2025 5,000 $1.12 09/10/2025 325 $1.13 09/09/2025 3,153 $1.14 09/09/2025 5,000 $1.13 09/05/2025 6,000 $1.16 09/03/2025 5,000 $1.15 09/03/2025 5,000 $1.15 09/02/2025 1,923 $1.15 08/28/2025 99 $1.14 08/19/2025 1,590 $1.13 07/29/2025 400 $1.15 07/25/2025 519 $1.19 07/24/2025 700 $1.17 07/24/2025 4,200 $1.18 07/23/2025 200 $1.17 07/21/2025 6,000 $1.19 07/18/2025 87 $1.20 07/17/2025 5,209 $1.20 07/16/2025 6,000 $1.18 07/15/2025 6,500 $1.20 07/15/2025 5,000 $1.20 07/14/2025 5,000 $1.24 07/14/2025 7,490 $1.24
(d)	Not applicable.
(e)	Not applicable.

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Barnwell Industries, Inc. Employees' Pension Plan Trust

Signature:	/s/ Alex Kinzler
Name/Title:	By: Alex Kinzler/Trustee
Date:	09/11/2025

FAQ

What stake does the Barnwell Employees' Pension Plan Trust report in BRN?

The Trust reports ownership of 629,525 shares, representing 6.2% of Barnwell's common stock based on 10,073,534 outstanding shares.

When were the reported BRN purchases made and at what prices?

Open-market purchases occurred between July 14, 2025 and September 10, 2025 at prices ranging from $1.12 to $1.24 per share.

Does the Schedule 13D/A state any intent to influence Barnwell (BRN) management?

No. The amendment does not disclose any expressed intent to influence management or propose corporate actions.

Who signed the Schedule 13D/A for the Barnwell Employees' Pension Plan Trust?

The filing was signed by Alex Kinzler, Trustee, on behalf of the Barnwell Industries, Inc. Employees' Pension Plan Trust on September 11, 2025.

What total number of Barnwell (BRN) shares was outstanding for the ownership calculation?

The ownership percentage is calculated using 10,073,534 shares outstanding as of August 11, 2025, per the issuer's quarterly report.