Empire Petroleum owner buys note tied to 3,125,000 shares

Available on EDGAR 11/12/2026 - 05:35 PM EST Accepted by SEC EDGAR 11/12/2026 - 05:34 PM EST

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Form Type

Rhea-AI Filing Summary

Empire Petroleum Corp. (EP) reports that ten-percent owner Energy Evolution Master Fund, Ltd. bought 9,674 Common Stock shares on November 10, 2026, at a weighted average price of $2.5905 per share, and 9,480 shares on November 11 at a weighted average price of $2.5480 per share.

The fund also purchased a Convertible Note Due 2028 on November 9, convertible into 3,125,000 Common Stock shares at $2.16 per share. The reported price figure for the note is not usable as a per-share price.

Insider Trade Summary

Net Buyer: 19,154 shares

Net Buy 3 txns

Insider Energy Evolution Master Fund, Ltd.

Role 10% Owner

Bought 19,154 shs

Increase in Position 0.16%

Type	Security	Shares	Price	Value
Purchase	Common Stock ^{F1, F3}	9,480	$2.548	$24K
Purchase	Common Stock ^{F1, F2}	9,674	$2.5905	$25K
Purchase	Convertible Note Due 2028	--	$6,750,000.00 as filed	--

Price shown as filed: $6,750,000.00 per share is far above the $2.44 close on Nov 9, 2026, so no transaction value is shown.

Holdings After Transaction: Common Stock — 11,806,256 shares (Direct)

Holdings Before and After: Common Stock, 11,787,102 to 11,806,256 shares (Direct)

Other Insiders: 1 other insider reported open-market purchases of this stock in the 30 days up to this filing.

Footnotes (3)

F1. Transactions made pursuant to a non-Rule 10b5-1 trading arrangement adopted on November 3, 2026.
F2. The price reported in column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $2.445 to $2.66, inclusive. The reporting person undertakes to provide to Empire Petroleum Corporation, any security holder of Empire Petroleum Corporation, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the ranges set forth in footnotes (2) and (3) to this Form 4.
F3. The price reported in column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $2.45 to $2.68, inclusive.

Key Figures

Common Stock purchased: 9,674 shares Weighted average purchase price: $2.5905 per share Common Stock purchased: 9,480 shares +3 more

6 metrics

Common Stock purchased 9,674 shares November 10, 2026

Weighted average purchase price $2.5905 per share Common Stock purchase on November 10, 2026

Common Stock purchased 9,480 shares November 11, 2026

Weighted average purchase price $2.5480 per share Common Stock purchase on November 11, 2026

Underlying Common Stock shares 3,125,000 shares Convertible Note Due 2028 purchased November 9, 2026

Conversion price $2.16 per share Convertible Note Due 2028

Key Terms

weighted average price, non-Rule 10b5-1 trading arrangement, Convertible Note Due 2028, conversion price

4 terms

weighted average price financial

"The price reported in column 4 is a weighted average price"

Weighted average price is the average price of a security where each trade or component is counted according to its size, so bigger trades pull the average more than smaller ones. Think of it like calculating the average cost of a grocery haul where items you bought more of have greater influence on the final per-item cost. Investors use it to understand the true average price paid or received, judge execution quality, and compare trading performance against market movement.

non-Rule 10b5-1 trading arrangement regulatory

"Transactions made pursuant to a non-Rule 10b5-1 trading arrangement"

Convertible Note Due 2028 financial

"Convertible Note Due 2028"

conversion price financial

"at $2.16 per share"

The conversion price is the fixed price at which a convertible security, like a bond or preferred stock, can be exchanged for shares of common stock. It acts like a set rate that determines how many shares an investor can receive if they choose to convert their investment. This helps investors understand the value and potential benefits of converting their securities into company shares.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What price ranges did Energy Evolution Master Fund's EP purchases cover?

The 9,674 shares purchased November 10, 2026 were acquired in multiple transactions at prices ranging from $2.445 to $2.66 per share, inclusive; the 9,480 shares purchased November 11, 2026 were acquired at prices ranging from $2.45 to $2.68 per share, inclusive.

What are the conversion dates and terms for the EP convertible note?

The Convertible Note Due 2028 is convertible into 3,125,000 Common Stock shares at $2.16 per share. Its reported exercise date is January 9, 2027, and its expiration date is May 9, 2028.

AI-generated analysis. How Rhea-AI works. Not financial advice.

Form 4 Insider Transactions: What Each Field Means →

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SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Energy Evolution Master Fund, Ltd.

(Last)

(First)

(Middle)

25025 I-45 NORTH, SUITE 420

(Street)

THE WOODLANDS

TEXAS

77380

(City)

(State)

(Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
EMPIRE PETROLEUM CORP [ EP ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

Director	X	10% Owner
Officer (give title below)		Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
11/09/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	11/10/2026		P		9,674⁽¹⁾	A	$2.5905⁽²⁾	11,796,776	D
Common Stock	11/11/2026		P		9,480⁽¹⁾	A	$2.548⁽³⁾	11,806,256	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Convertible Note Due 2028	$2.16	11/09/2026		P		$6,750,000		01/09/2027	05/09/2028	Common Stock	3,125,000	$6,750,000	$6,750,000	D

Explanation of Responses:

1. Transactions made pursuant to a non-Rule 10b5-1 trading arrangement adopted on November 3, 2026.

2. The price reported in column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $2.445 to $2.66, inclusive. The reporting person undertakes to provide to Empire Petroleum Corporation, any security holder of Empire Petroleum Corporation, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the ranges set forth in footnotes (2) and (3) to this Form 4.

3. The price reported in column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $2.45 to $2.68, inclusive.

	/s/ Energy Evolution Master Fund, Ltd., by Sterling Mulacek, Director	11/12/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR