Empire Petroleum (EP) issues stock for oil option exercise on Jan. 5, 2026

Rhea-AI Filing Summary

Empire Petroleum Corporation issued new common stock to a large shareholder as part of an oil and gas asset transaction. On January 5, 2026, Energy Evolution Master Fund, Ltd., a 10% owner of Empire, received 562,500 shares of common stock when Empire exercised the remaining portion of an option to acquire certain oil and gas working interests owned by a subsidiary of the fund.

The shares were valued at $1,800,000, based on a price of $3.20 per share, and brought the fund’s directly held position to 11,295,528 shares of Empire common stock following the transaction.

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

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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 TX 77380

(City) (State) (Zip)

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)

3. Date of Earliest Transaction (Month/Day/Year)
01/05/2026

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

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

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

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)
			Code	V	Amount	(A) or (D)	Price
Common Stock	01/05/2026		J(1)		562,500	A	(1)	11,295,528	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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Empire Petroleum Corporation ("Empire") had an option to acquire certain oil and gas working interests owned by a subsidiary of the reporting person (the "Purchase Option"). Empire exercised the remaining portion of the Purchase Option and upon closing of the transaction on January 5, 2026 Empire issued to the reporting person 562,500 shares of common stock valued at $1,800,000 based on a price of $3.20 per share.

	/s/ Energy Evolution Master Fund, Ltd., by Sterling Mulacek, Director	01/07/2026
	** 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.

FAQ

What insider transaction was reported for Empire Petroleum (EP)?

The filing reports that Energy Evolution Master Fund, Ltd., a 10% owner of Empire Petroleum, received 562,500 shares of Empire common stock in connection with an asset-related option transaction that closed on January 5, 2026.

Why did Energy Evolution Master Fund receive Empire Petroleum (EP) shares?

Empire Petroleum exercised the remaining portion of an option to acquire certain oil and gas working interests owned by a subsidiary of the fund. When the transaction closed on January 5, 2026, Empire issued 562,500 shares of common stock to the fund as consideration.

What was the value of the shares issued by Empire Petroleum (EP) in this transaction?

The 562,500 shares of Empire Petroleum common stock issued to Energy Evolution Master Fund were valued at $1,800,000, based on a price of $3.20 per share as stated in the explanation of the transaction.

How many Empire Petroleum (EP) shares does Energy Evolution Master Fund own after the transaction?

After receiving the new shares, Energy Evolution Master Fund, Ltd. is reported to beneficially own 11,295,528 shares of Empire Petroleum common stock in direct ownership.

What does transaction code "J" mean in this Empire Petroleum (EP) Form 4?

Transaction code "J" on the Form 4 indicates an other acquisition or disposition of securities. In this case, the code reflects Empire’s issuance of shares to the fund when it exercised an option to purchase oil and gas working interests.

Is the reported Empire Petroleum (EP) transaction a market purchase or sale?

No market trade is indicated. The 562,500 shares were issued directly by Empire Petroleum to Energy Evolution Master Fund, Ltd. as part of closing an option to acquire certain oil and gas working interests, rather than through an open-market transaction.