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Empire Petroleum Corporation 8-K Filings

EP NYSE

Every 8-K that Empire Petroleum Corporation (EP) has filed with the SEC in the last 24 months is listed below, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.

A 8-K covers material events a company has to report between its quarterly reports, so if you follow EP and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full EP filings page.

Rhea-AI Summary

EMPIRE PETROLEUM CORP (EP) entered into a financing arrangement by issuing a convertible Promissory Note with a principal amount of $3,250,000 to Petroleum Independent & Exploration, LLC on September 10, 2026. The company states the proceeds will be used for general working capital purposes.

The Note bears interest at 6% per annum until its March 10, 2028 maturity date, after which any unpaid principal accrues interest at 9% per annum. All accrued but unpaid interest is payable in cash at maturity, or becomes immediately due upon an Event of Default.

PIE may convert all or part of the outstanding principal into common stock at a conversion price of $2.838 per share between November 9, 2026 and maturity. If fully converted, the Note would result in the issuance of 1,145,173 shares. The Note is prepayable at any time without penalty, and Empire plans to use commercially reasonable efforts to obtain NYSE American approval to list the underlying shares. The Note was issued in a private transaction relying on the Section 4(a)(2) exemption of the Securities Act.

Rhea-AI Summary

Empire Petroleum Corporation reported second quarter 2026 product revenue of $11.1 million, up 27% from Q2 2025, driven mainly by stronger realized oil pricing. Net equivalent sales volumes were 1,825 Boe/d, down 23% year over year as some North Dakota wells were offline for steam unit performance projects and natural declines.

The company recorded a Q2 2026 net loss of $1.9 million, or ($0.05) per diluted share, an improvement from a $5.1 million loss a year earlier. Adjusted net loss narrowed to $2.4 million, while Adjusted EBITDA turned positive to $0.4 million from a negative $1.2 million in Q2 2025, reflecting higher revenues and lower lease operating expenses. Lease operating expenses fell to $5.0 million from $6.4 million, and DD&A and accretion also declined.

For the first six months of 2026, Empire invested about $4.0 million in oil and gas properties, largely for its Texas gas development program, and completed a Rights Offering that raised roughly $10.0 million of gross proceeds. As of June 30, 2026, Empire had $3.1 million in cash, about $2.0 million available under its credit facility, total debt of roughly $15.1 million, and stockholders’ equity of $7.3 million, compared with a deficit at year-end 2025.

Rhea-AI Summary

Empire Petroleum Corporation stockholders approved the company’s 2026 Stock and Incentive Compensation Plan, which reserves 1,200,000 shares of common stock for future equity and incentive awards. With 39,779,537 shares entitled to vote as of April 20, 2026, 30,408,848 shares (76.44%) were represented at the annual meeting.

Stockholders elected three directors to terms expiring at the 2027 annual meeting, supported executive compensation on an advisory basis, approved the 2026 Plan, and ratified Grant Thornton LLP as independent auditor for 2026. Following approval of the new plan, no further awards will be made under the 2024 Stock and Incentive Compensation Plan.

Rhea-AI Summary

Empire Petroleum Corporation reported weaker first-quarter 2026 results, with lower volumes but a stronger balance sheet. Total product revenues were $7.7 million, down from $9.0 million in Q1 2025, as net equivalent sales fell to 1,880 Boe/d from 2,049 Boe/d. Realized price per Boe was $45.41 versus $48.76 a year earlier.

The company posted a net loss of $6.6 million, or $0.18 per diluted share, compared with a $4.2 million net loss, or $0.12 per share, in Q1 2025. Adjusted net loss was $3.5 million and adjusted EBITDA was negative $0.7 million, slightly worse than the prior-year quarter.

Lease operating expenses fell to $5.2 million from $5.8 million, and DD&A and accretion also declined year over year, reflecting prior impairments and lower production. Empire completed a Rights Offering in March 2026 that raised about $10.0 million of gross proceeds, ending the quarter with $8.8 million in cash and $2.7 million of availability on its credit facility. Stockholders’ equity improved to $3.7 million from a deficit of $4.6 million at year-end 2025.

Rhea-AI Summary

Empire Petroleum Corporation entered into a Sales Agreement with Roth Capital Partners that allows it to issue and sell up to $30,000,000 of common stock in at-the-market offerings from time to time.

Shares will be sold through Roth as sales agent or principal at prevailing market prices or as otherwise agreed, under the company’s effective Form S-3 shelf registration statement. Empire will pay Roth a 3.0% commission on gross proceeds and reimburse certain expenses. Neither party is obligated to complete any sales, and both can terminate the agreement as provided in the contract.

Rhea-AI Summary

Empire Petroleum Corporation reported that its previously announced rights offering was fully subscribed, generating approximately $10.0 million in gross proceeds before expenses. The subscription period ended on March 18, 2026, and investors submitted requests for more than 100% of the securities available.

Each whole share in the rights offering was priced at $2.99. All participating stockholders will receive their basic subscription entitlement, while remaining shares will be allocated pro rata, after eliminating fractional shares, among those who oversubscribed. Earlier prospectus supplements increased the rights offering size from $6.0 million to $10.0 million.

Rhea-AI Summary

Empire Petroleum Corporation has elected to participate in a new three-well oil and natural gas development program in Louisiana. The company will hold a 25% working interest in the initial well, with its share of drilling and completion costs funded through the issuance of approximately 700,000 shares of common stock.

The initial well in the East Perkins Field in Calcasieu Parish targets proven hydrocarbon-bearing formations where logs, cores and strong reservoir pressure have confirmed both liquid and gas hydrocarbons. Completion operations on the first well are expected to begin in April 2026, followed by initial production testing and potential follow-on development at two additional locations within the same structural trend.

Rhea-AI Summary

Empire Petroleum reported a much weaker 2025, with total product revenue of $34.2 million versus $44.0 million in 2024 and a net loss of $72.1 million, or ($2.12) per diluted share, compared with a $16.2 million loss, or ($0.54) per share, a year earlier. Results were hurt by lower oil and NGL prices, reduced oil volumes, and a non‑cash impairment of $51.3 million on certain properties.

Adjusted EBITDA swung to a loss of $5.4 million from positive $0.7 million, while year‑end 2025 SEC proved reserves fell to 7.6 MMBoe from 9.2 MMBoe, and the standardized measure dropped to $58.6 million from $98.4 million. The balance sheet weakened sharply: total assets declined to $65.9 million, stockholders’ equity moved to a deficit of ($4.6 million), and year‑end cash was $1.2 million with $2.5 million available under the credit facility. Management highlighted expansion of Texas gas infrastructure, hedging over 2026 oil volumes at prices above $72 per barrel, and recent and ongoing rights offerings as key steps to support liquidity and reposition the portfolio toward natural gas–driven growth.

Rhea-AI Summary

Empire Petroleum Corporation is modifying its previously announced shareholder rights offering, increasing the number of common shares available under the subscription rights to 3,344,482 for gross proceeds of up to approximately $10.0 million at a subscription price of $2.99 per share.

Each stockholder of record on February 2, 2026 receives one non-transferable right per share owned, with each right allowing the purchase of 0.095 new shares. The company has also extended the rights offering expiration to 5:00 p.m. Eastern Time on March 18, 2026, and investors who fully exercise their basic rights may over-subscribe for additional shares, subject to proration.

Rhea-AI Summary

Empire Petroleum Corporation entered into a new financing arrangement by issuing a $3,000,000 promissory note to Phil E. Mulacek on February 19, 2026. The note carries 5.5% annual interest, matures on May 19, 2026, and then accrues interest at 9% if unpaid.

Mr. Mulacek can convert any or all principal into common stock at $2.99 per share, which would result in 1,003,344 shares if fully converted, with interest paid in cash. The company plans to use the proceeds to repay debt and fund general working capital, and will seek NYSE American approval to list the underlying shares. The transaction was conducted as a private offering under Section 4(a)(2) of the Securities Act.

Rhea-AI Summary

Empire Petroleum Corporation is launching a $6.0 million registered rights offering. Stockholders of record as of February 2, 2026 receive one non-transferable subscription right for each whole common share they own.

Each right allows the holder to buy 0.057 shares at $2.99 per share, with no fractional shares issued. Investors who fully use their basic rights also get an oversubscription privilege to request additional shares at the same price, subject to availability and pro-rata allocation. The subscription rights expire at 5:00 p.m. Eastern time on February 27, 2026, unless extended.

Rhea-AI Summary

Empire Petroleum Corporation plans a registered rights offering of up to $6.0 million. The company set a record date of February 2, 2026, after which holders of its common stock will receive one subscription right for each share they own as of the close of business on that date. Each subscription right will allow its holder to purchase 0.057 shares of common stock at a subscription price of $2.99 per whole share. Details of the rights offering will be provided in a prospectus supplement to be filed when the offering is launched.

Rhea-AI Summary

Empire Petroleum Corporation reported that its subsidiaries amended their revolving credit facility with Equity Bank. The Third Amendment extends the loan’s final maturity from December 29, 2026 to December 29, 2028, giving the company a longer period to use and repay this revolving debt. The borrowers delivered a replacement promissory note, Empire Texas Development LLC updated its security agreement, and the borrowers paid a fully earned, non‑refundable loan extension fee of $50,550.

The revolver, originally put in place in 2023, provides for a maximum commitment that had been increased to $20.0 million and includes scheduled monthly reductions of the commitment amount. It bears interest at the prime rate plus 1.50%, with a minimum rate of 8.50%. The facility is guaranteed by Empire Petroleum and is secured by liens on substantially all assets of the borrower subsidiaries, including first‑priority mortgage liens on at least 80% of their producing oil, gas and other mineral interests.

Rhea-AI Summary

Empire Petroleum Corporation filed a Form 8-K to report that it has released its financial and operating results for the third quarter 2025. On November 17, 2025, the company issued a press release detailing these results and furnished it as Exhibit 99 to this report. The Form 8-K clarifies that the information provided under Item 2.02 is being furnished rather than filed under the securities laws.

Rhea-AI Summary

Empire Petroleum (EP) entered a Letter Agreement on November 5, 2025 amending its previously disclosed $4,000,000 promissory note and related warrant issued to Phil E. Mulacek. The original note bears 5.5% interest, matures on September 23, 2027, and is convertible at the holder’s option at a conversion price of $4.27 per share. As of September 25, 2025, the Company had received a $2,000,000 first advance, with the ability for up to an additional $2,000,000 after March 23, 2026 for six months, upon notice and absent default.

The original warrant covers 281,030 shares at an exercise price of $4.27 for three years. The amendment adds a key limit: Mr. Mulacek cannot receive more than an aggregate 1,217,798 shares of common stock from note conversions, warrant exercises, and any warrants tied to additional advances. The full Letter Agreement is filed as Exhibit 10.

Rhea-AI Summary

Empire Petroleum Corporation entered into a $4,000,000 promissory note with Phil E. Mulacek on September 24, 2025. As of September 25, 2025, $2,000,000 has been advanced, with up to an additional $2,000,000 available for six months beginning March 23, 2026, if no event of default has occurred. The note bears 5.5% annual interest, rising to 9% on any unpaid principal after the September 23, 2027 maturity date, with scheduled cash interest payments through 2027.

The note is convertible at Mr. Mulacek’s option into common stock at $4.27 per share, and if fully drawn and converted, 936,768 shares would be issued. As partial consideration for the commitment, Mr. Mulacek received a three-year warrant to purchase 281,030 shares at $4.27 per share, which becomes exercisable after NYSE American approves a supplemental listing for the underlying and warrant shares. The company plans to use the proceeds to help fund its oil and gas drilling program and for working capital, and relied on a private offering exemption under Section 4(a)(2) of the Securities Act.