What insider-related purchases were reported for MACH NATURAL RESOURCES LP (MNR)?

Entities associated with Tom L. Ward reported buying common units of MACH NATURAL RESOURCES LP. The Tom L. Ward 1992 Revocable Living Trust and WCT Resources LLC each acquired 76,628 common units at $13.05 per unit in a public underwritten offering completed by certain selling unitholders.

What additional indirect and direct holdings related to Tom L. Ward are disclosed for MACH NATURAL RESOURCES LP (MNR)?

The filing notes 421,100 common units held by Mach Resources LLC and 167,030 units held by the Tom L. Ward Family Foundation, plus 14,048,879 common units held directly as of April 8, 2026. Tom L. Ward may be deemed to share beneficial ownership through control but disclaims ownership beyond pecuniary interest.

Ward-related entities add MACH NATURAL (NYSE: MNR) units in $13.05 offering

Filing Impact

(Very High)

Filing Sentiment

(Positive)

Form Type

Rhea-AI Filing Summary

MACH NATURAL RESOURCES LP insider-related entities increased their holdings through open-market purchases tied to a recent secondary offering. The Tom L. Ward 1992 Revocable Living Trust and WCT Resources LLC each purchased 76,628 common units at $13.05 per unit in a public underwritten offering completed by certain selling unitholders. Following these purchases, the Trust held 13,295,039 common units and WCT Resources held 76,628 common units. Additional indirect holdings reported include 421,100 common units held by Mach Resources LLC and 167,030 common units held by the Tom L. Ward Family Foundation, while 14,048,879 common units were reported as held directly as of April 8, 2026. Tom L. Ward may be deemed to share beneficial ownership of these securities through his control or trustee roles but disclaims beneficial ownership beyond his pecuniary interest.

Insider Trade Summary

Net Buyer: 153,256 shares ($1,999,991)

Net Buy 5 txns

Insider WARD TOM L.

Role See Remarks

Bought 153,256 shs ($2.00M)

Type	Security	Shares	Price	Value
Purchase	Common Units	76,628	$13.05	$1000K
Purchase	Common Units	76,628	$13.05	$1000K
holding	Common Units	--	--	--
holding	Common Units	--	--	--
holding	Common Units	--	--	--

Holdings After Transaction: Common Units — 13,295,039 shares (Indirect, Held by Tom L. Ward 1992 Revocable Living Trust); Common Units — 14,048,879 shares (Direct)

Footnotes (1)

As previously disclosed in the Issuer's prospectus supplement dated April 6, 2026, filed with the U.S. Securities and Exchange Commission on April 8, 2026, certain selling unitholders completed a public underwritten offering of the Issuer's common units. The Tom L. Ward 1992 Revocable Living Trust (the "Trust") and WCT Resources LLC ("WCT Resources") each purchased 76,628 common units at a price to the public of $13.05 per unit. The Reporting Person is the Trustee of the Trust. By virtue of the relationship, the Reporting Person may be deemed to have or share beneficial ownership of the securities held of record by the Trust, but the Reporting Person disclaims any beneficial ownership of the reported securities other than to the extent of any pecuniary interest he may have therein, directly, or indirectly. The Reporting Person exercises control over Mach Resources LLC ("Mach Resources"). Mach Resources is owned 50.5% by Tom L. Ward through the Trust and 49.5% by WCT Resources which is owned by certain trusts affiliated with Mr. Ward. By virtue of the relationship, the Reporting Person may be deemed to have or share beneficial ownership of the securities held of record by Mach Resources, but the Reporting Person disclaims any beneficial ownership of the reported securities other than to the extent of any pecuniary interest he may have therein, directly or indirectly. The Reporting Person exercises control over the Tom L. Ward Family Foundation (the "Foundation"). By virtue of the relationship, the Reporting Person may be deemed to have or share beneficial ownership of the securities held of record by the Foundation, but the Reporting Person disclaims any beneficial ownership of the reported securities other than to the extent of any pecuniary interest he may have therein, directly, or indirectly. The Reporting Person exercises control over WCT Resources which is owned by certain trusts affiliated with Mr. Ward. By virtue of the relationship, the Reporting Person may be deemed to have or share beneficial ownership of the securities held of record by WCT Resources, but the Reporting Person disclaims any beneficial ownership of the reported securities other than to the extent of any pecuniary interest he may have therein, directly or indirectly.

Key Figures

Total units purchased: 153,256 common units Purchase price: $13.05 per unit Trust holdings after purchase: 13,295,039 common units +4 more

7 metrics

Total units purchased 153,256 common units Open-market purchases tied to public underwritten offering

Purchase price $13.05 per unit Price to the public in the underwritten offering

Trust holdings after purchase 13,295,039 common units Held by Tom L. Ward 1992 Revocable Living Trust after acquisition

WCT Resources holdings 76,628 common units Held by WCT Resources LLC after purchase

Mach Resources LLC holdings 421,100 common units Indirect holdings reported as of April 8, 2026

Family Foundation holdings 167,030 common units Held by Tom L. Ward Family Foundation as of April 8, 2026

Direct holdings 14,048,879 common units Directly held as of April 8, 2026

Key Terms

Revocable Living Trust, beneficial ownership, public underwritten offering, price to the public, +1 more

5 terms

Revocable Living Trust financial

"The Tom L. Ward 1992 Revocable Living Trust purchased 76,628 common units"

beneficial ownership financial

"the Reporting Person may be deemed to have or share beneficial ownership of the securities"

Beneficial ownership means the person or entity that actually enjoys the benefits of owning shares or other assets — such as receiving dividends, voting rights, or price gains — even if the legal title is held in another name. For investors it matters because knowing who truly controls and profits from a company reveals who can influence decisions, exposes potential conflicts of interest or hidden concentration of power, and affects transparency and risk in the stock.

public underwritten offering financial

"certain selling unitholders completed a public underwritten offering of the Issuer's common units"

price to the public financial

"each purchased 76,628 common units at a price to the public of $13.05 per unit"

Family Foundation financial

"The Reporting Person exercises control over the Tom L. Ward Family Foundation"

Form 4 Insider Transactions: What Each Field Means →

04/13/2026 - 05:02 PM

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^*

WARD TOM L.

(Last)

(First)

(Middle)

14201 WIRELESS WAY, SUITE 300

(Street)

OKLAHOMA CITY

OKLAHOMA

73134

(City)

(State)

(Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
MACH NATURAL RESOURCES LP [ MNR ]

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
04/08/2026

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 Units	04/13/2026		P		76,628	A	$13.05⁽¹⁾	13,295,039	I	Held by Tom L. Ward 1992 Revocable Living Trust⁽²⁾
Common Units								421,100	I	Held by Mach Resources LLC⁽³⁾
Common Units								167,030	I	Held by Tom L. Ward Family Foundation⁽⁴⁾
Common Units	04/13/2026		P		76,628	A	$13.05⁽¹⁾	76,628	I	Held by WCT Resources LLC⁽⁵⁾
Common Units								14,048,879	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)

Explanation of Responses:

1. As previously disclosed in the Issuer's prospectus supplement dated April 6, 2026, filed with the U.S. Securities and Exchange Commission on April 8, 2026, certain selling unitholders completed a public underwritten offering of the Issuer's common units. The Tom L. Ward 1992 Revocable Living Trust (the "Trust") and WCT Resources LLC ("WCT Resources") each purchased 76,628 common units at a price to the public of $13.05 per unit.

2. The Reporting Person is the Trustee of the Trust. By virtue of the relationship, the Reporting Person may be deemed to have or share beneficial ownership of the securities held of record by the Trust, but the Reporting Person disclaims any beneficial ownership of the reported securities other than to the extent of any pecuniary interest he may have therein, directly, or indirectly.

3. The Reporting Person exercises control over Mach Resources LLC ("Mach Resources"). Mach Resources is owned 50.5% by Tom L. Ward through the Trust and 49.5% by WCT Resources which is owned by certain trusts affiliated with Mr. Ward. By virtue of the relationship, the Reporting Person may be deemed to have or share beneficial ownership of the securities held of record by Mach Resources, but the Reporting Person disclaims any beneficial ownership of the reported securities other than to the extent of any pecuniary interest he may have therein, directly or indirectly.

4. The Reporting Person exercises control over the Tom L. Ward Family Foundation (the "Foundation"). By virtue of the relationship, the Reporting Person may be deemed to have or share beneficial ownership of the securities held of record by the Foundation, but the Reporting Person disclaims any beneficial ownership of the reported securities other than to the extent of any pecuniary interest he may have therein, directly, or indirectly.

5. The Reporting Person exercises control over WCT Resources which is owned by certain trusts affiliated with Mr. Ward. By virtue of the relationship, the Reporting Person may be deemed to have or share beneficial ownership of the securities held of record by WCT Resources, but the Reporting Person disclaims any beneficial ownership of the reported securities other than to the extent of any pecuniary interest he may have therein, directly or indirectly.

Remarks:

The Reporting Person is Chief Executive Officer of Mach Natural Resources GP LLC, the general partner of the Issuer (the "General Partner"). The Issuer is managed by the directors and executive officers of the General Partner.

	/s/ Michael E. Reel, as attorney-in-fact for the Reporting Person	04/13/2026
	** 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

FAQ

At what price were MACH NATURAL RESOURCES LP (MNR) units purchased in this Form 4?

The reported insider-related purchases occurred at a price to the public of $13.05 per common unit. Both the Tom L. Ward 1992 Revocable Living Trust and WCT Resources LLC bought 76,628 units each at this price in connection with a completed public underwritten offering.

How many MACH NATURAL RESOURCES LP (MNR) units does the Tom L. Ward 1992 Revocable Living Trust hold after the transactions?

After the reported purchase, the Tom L. Ward 1992 Revocable Living Trust holds 13,295,039 common units of MACH NATURAL RESOURCES LP. This figure reflects its position following the acquisition of 76,628 units in the public underwritten offering described in the filing footnotes.

What is WCT Resources LLC’s reported stake in MACH NATURAL RESOURCES LP (MNR)?

WCT Resources LLC is reported as holding 76,628 common units of MACH NATURAL RESOURCES LP after its purchase. These units were acquired at $13.05 per unit in the same public underwritten offering in which the Tom L. Ward 1992 Revocable Living Trust also participated.

What does the beneficial ownership disclaimer mean in the MACH NATURAL RESOURCES LP (MNR) Form 4?

The filing explains that Tom L. Ward may be deemed to share beneficial ownership of securities held by the Trust, Mach Resources LLC, the Family Foundation, and WCT Resources LLC. However, he expressly disclaims beneficial ownership beyond the extent of any direct or indirect pecuniary interest in those holdings.