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

Rhea-AI Filing Summary

Intellia Therapeutics (NTLA) has filed a Form 4 reporting that Vice President & Chief Accounting Officer Michael P. Dube sold 2,503 shares of common stock on 07/02/2025 at $9.95 per share. The filing states this was a mandatory sell-to-cover transaction to satisfy tax-withholding obligations arising from the vesting of restricted stock units (RSUs) on 07/01/2025, rather than a discretionary sale. After the transaction, Dube continues to hold 57,137 shares directly. No derivative positions were reported.

The dollar value of the sale (≈ $25 k) is immaterial relative to Intellia’s market capitalization and daily trading volume, and the officer retains a meaningful equity stake. As such, investors are likely to view the disclosure as routine housekeeping with neutral implications for the stock’s fundamental outlook.

Insights

Financial Analyst

TL;DR: Routine sell-to-cover; minimal financial impact.

The Form 4 reveals a small, non-volitional sale equal to roughly 4% of the officer’s holdings and an immaterial fraction of NTLA’s float. Because proceeds merely cover withholding taxes tied to RSU vesting, the transaction does not suggest a change in sentiment or insider confidence. Continued ownership of 57,137 shares aligns management incentives with shareholders. I classify the filing as neutral for valuation and trading purposes.

Corporate Governance Specialist

TL;DR: Compliance disclosure; governance posture unchanged.

The company has met Section 16 reporting requirements within two business days, indicating strong compliance practices. The explanatory note clarifies the compulsory nature of the sale, mitigating concerns about opportunistic trading. Insider alignment remains intact given the sizable residual stake. From a governance risk standpoint, the event is non-impactful.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934

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)

06/26/2025

(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 520,350.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 520,350.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

520,350.00

12

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

13

Percent of class represented by amount in Row (11)

5.2 %

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 2.	Identity and Background
(a)	Barnwell Industries, Inc. Employees' Pension Plan Trust (the "Reporting Person")
(b)	The business address of the Reporting Person is 1100 Alakea Street, Suite 500, Honolulu, HI 96813.
(c)	The principal business or occupation of the Reporting Person is investment activities.
(d)	The Reporting Person has not been convicted in a criminal proceeding during the last five years.
(e)	The Reporting Person has not, during the last five years, been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws.
(f)	The Reporting Person is organized under the laws of the state of New Jersey.
Item 3.	Source and Amount of Funds or Other Consideration
	The shares of Common Stock held by the Reporting Persons were acquired using the Reporting Person's investment funds on hand.
Item 4.	Purpose of Transaction
	All of the shares of Common Stock that may be deemed to be beneficially owned by the Reporting Person, as reported herein, were acquired for investment purposes. The Reporting Person retains the right to change their investment intent, from time to time, to acquire additional shares of Common Stock or other securities of the Issuer, or to sell or otherwise dispose of all or part of the Common Stock or other securities of the Issuer, if any, beneficially owned by them, in any manner permitted by law. The Reporting Person may engage from time to time in ordinary course transactions with financial institutions with respect to the securities described herein. The Reporting Person intends to explore the purchase of additional shares of Common Stock. The Reporting Person intends to acquire these additional shares in public market or private transactions (which may include purchases from existing stockholders or the Issuer) subject to market conditions and legal and regulatory requirements, at prices and other terms acceptable to the Reporting Person. To that effect, the Reporting Person may enter into agreements with a broker, intended to comply with the requirements of Rule 10b5-1(c)(1)(i) under the Securities Exchange Act of 1934, as amended (the "Exchange Act"). The Reporting Person makes no commitment in terms of the timing of such transactions, which will depend on market conditions, including the price and availability of shares of Common Stock, and on such other factors considered relevant to the Reporting Person. Except as described above, the Reporting Person currently has no other plans or proposals that would be related to or would result in any of the matters described in Items 4(a)-(j) of the Instructions to Schedule 13D. However, as part of the ongoing evaluation of investment and investment alternatives, the Reporting Person may consider such matters and, subject to applicable law, may formulate a plan with respect to such matters, and, from time to time, may hold discussions with or make formal proposals to management or the board of directors of the Issuer or other third parties regarding such matters.
Item 5.	Interest in Securities of the Issuer
(a)	Information in Rows 11 and 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 5.2%, based on a total of 10,053,534 shares of Common Stock issued and outstanding as of May 12, 2025, as reported in the Issuers' quarterly report on Form 10-Q filed with the Securities and Exchange Commission (the "SEC") on May 15, 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: Transaction Shares Purchase Price Date Purchased Per Share 6/30/2025 5,000 $1.18 6/27/2025 5,000 $1.26 6/26/2025 5,000 $1.27 6/26/2025 2,250 $1.23 6/26/2025 1,423 $1.24 5/29/2025 1,354 $1.32 5/28/2025 607 $1.32 5/23/2025 596 $1.32 5/22/2025 2,500 $1.31 5/22/2025 208 $1.30 5/21/2025 235 $1.32 5/20/2025 1,090 $1.28 5/19/2025 200 $1.27
(d)	Not applicable.
(e)	Not applicable.
Item 6.	Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer
	None.
Item 7.	Material to be Filed as Exhibits.
	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:	07/03/2025

FAQ

How many NTLA shares did Michael P. Dube sell on 07/02/2025?

He sold 2,503 common shares according to the Form 4 filing.

What price did the insider receive for the NTLA shares?

The reported sale price was $9.95 per share.

Why were the NTLA shares sold by the insider?

The sale was a mandatory sell-to-cover to pay taxes due on RSU vesting, not a discretionary trade.

How many NTLA shares does Michael P. Dube still own after the sale?

He continues to own 57,137 shares directly.

Does this Form 4 signal negative sentiment from Intellia management?

Given its tax-withholding purpose and small size, analysts view the transaction as neutral with no change in management outlook.