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Kimbell Royalty Partners entered into a Purchase and Sale Agreement to acquire mineral and royalty interests and additional stakes in OGM Partners I and RCPTX from affiliated sellers in a dropdown transaction. Aggregate consideration includes approximately $75 million in cash plus 9,500,000 Opco Common Units and an equal number of Class B Units, issued via private placement under Section 4(a)(2). A related news release describes the dropdown value at approximately $215.4 million. Closing is subject to customary conditions, is expected on or about August 21, 2026, and is effective as of June 1, 2026. Sellers are subject to a 90‑day lockup, and Kimbell will file a shelf registration for resale of the exchangeable common units shortly after closing.
The acquired assets cover over 2,568 net royalty acres (20,547 NRA at 1/8th) concentrated in the Eagle Ford, Permian, Mid-Con and Appalachia basins. For third quarter 2026, Kimbell estimates production of 2,347 Boe/d, including 841 Bbl/d of oil, 569 Bbl/d of NGLs and 5,624 Mcf/d of natural gas, supported by 9 active rigs, 177 gross drilled but uncompleted wells and permits, and over 29,000 gross producing wells in surrounding areas, with an estimated shallow production decline of 13%. The dropdown was approved by the independent Conflicts and Compensation Committee and the board, and Kimbell cautions that closing and anticipated benefits are not assured.
Kimbell Royalty Partners, LP has registered the resale by selling unitholders of up to 6,929,000 common units representing limited partner interests. These units were previously issued in a June 22, 2026 private placement tied to a mineral and royalty asset acquisition agreement dated May 18, 2026. The selling unitholders may offer the units from time to time using various distribution methods, and Kimbell will not receive any proceeds from these sales. The common units trade on the NYSE under the symbol KRP. The prospectus also describes Kimbell’s partnership structure, distribution policy, Class B units, and Series A Preferred Units, including their distribution priority over common units.
Kimbell Royalty Partners, LP filed a shelf S-3 prospectus to register the resale by selling unitholders of up to 6,929,000 common units. The prospectus states all offered units were issued in a private placement on June 22, 2026, and the partnership will receive no proceeds from resale of those units.
The filing describes the units, governance provisions (including existing Series A Preferred Units and Class B units), distribution mechanics tied to available cash, exchange rights with OpCo common units, and limitations on actions while the Series A Preferred Units remain outstanding.
Kimbell Royalty Partners completed a cash-and-unit acquisition of Permian Basin mineral and royalty interests from Mesa Royalties valued at approximately $145.9 million. The purchase price includes $44.0 million in cash and about 6.9 million newly issued OpCo common units, with associated Class B units exchangeable into Kimbell common units.
Kimbell will record revenues from the acquired assets beginning on the June 22, 2026 closing date and is entitled to cash flow from production effective June 1, 2026. The company estimates the assets will produce roughly 1,390 Boe/d, mainly oil, across 16 Permian counties totaling about 711 Net Royalty Acres.
Kimbell also entered into a registration rights agreement, committing to file a shelf registration statement to facilitate potential resales of common units issuable upon exchange of the OpCo and Class B units received by the sellers.
Kimbell Royalty Partners agreed to acquire mineral and royalty interests in the Permian Basin from Mesa Royalties in a cash-and-equity deal valued at approximately $147.0 million, subject to adjustments. The purchase price includes $44.0 million in cash and about 6.9 million OpCo common units paired with an equal number of Kimbell Class B units.
The interests cover roughly 711 net royalty acres with an estimated 7.67 MMBoe of proved reserves and expected production of about 1,390 Boe/d as of June 1, 2026. Kimbell estimates 93% of first-year cash flow from proved developed producing and non-producing wells, supported by 13 active rigs and 364 gross drilled but uncompleted wells on the assets.
The equity issued in the transaction will be privately placed under a Securities Act exemption, with a 30‑day lock-up and future resale registered via a planned shelf registration statement. Closing is subject to customary conditions and is expected in the second quarter of 2026 with an effective date of June 1, 2026.
Kimbell Royalty Partners LP reported sharply lower profitability for the quarter ended March 31, 2026, as hedge losses and weaker gas and NGL pricing offset steady production. Oil, natural gas and NGL revenues were $82.9 million versus $90.0 million a year earlier, while total revenues including derivatives fell to $65.5 million from $84.2 million.
Production was essentially flat at about 2.30 million Boe, but net income declined to $6.9 million from $25.9 million, with interest expense rising to $8.2 million and a larger $18.7 million loss on commodity derivatives. Adjusted EBITDA attributable to the partnership slipped to $62.3 million from $65.4 million, and cash from operations was $49.4 million.
The partnership continues to return capital: the board declared a $0.41 per common unit cash distribution for Q1 2026 and has begun executing a $100 million unit repurchase program, buying 1.0 million units in March and April at prices around the mid‑$14 range. Long‑term debt under the secured revolving credit facility stood near $440.9 million at quarter‑end.
Kimbell Royalty Partners reported first quarter 2026 revenue of $65.5 million, down from $84.2 million a year earlier, with net income falling to $6.9 million from $25.9 million. Net income attributable to common units was $4.0 million, or $0.04 per common unit.
Run-rate daily production averaged 25,522 Boe/d, 53% liquids and 47% natural gas, supported by 85 active rigs representing about 16% of the U.S. land rig count. Realized prices were $70.61/Bbl for oil, $3.32/Mcf for gas and $24.43/Bbl for NGLs, leading to a combined realized price of $37.02/Boe.
Consolidated Adjusted EBITDA was $68.0 million, with cash available for distribution on common units of $53.0 million, or $0.54 per common unit. The Board approved a cash distribution of $0.41 per common unit, with 25% of cash available for distribution used to repay about $14.5 million on the secured revolving credit facility.
EnCap-affiliated funds have reduced their stake in Kimbell Royalty Partners, LP to below 5% of outstanding common units. Amendment No. 6 to the Schedule 13D is characterized as an exit filing, as EnCap Partners GP ceased to be the beneficial owner of more than 5% of the common units on April 2, 2026.
Through entities including MB Minerals, L.P., Sabalo Midland Basin, Inc., EnCap Energy Capital Legacy Fund VIII, L.P. and EnCap Energy Capital Fund IX, L.P., the EnCap entities are deemed to beneficially own 4,907,224 common units, representing approximately 4.93% of an assumed 99,559,213 common units outstanding. MB Minerals directly holds 2,658,422 OpCo Common Units and an equivalent number of Class B Units, which together are exchangeable on a one-for-one basis into common units.
Kimbell Royalty Partners, LP Controller Blayne Rhynsburger reported an open-market sale of 6,609 common units representing limited partner interests at a price of $14.48 per unit on March 23, 2026. After this transaction, he directly holds 75,163 common units, indicating he retains a substantial position.