Large MNR holders sell 5,557,679 Mach Natural units in open market

Rhea-AI Filing Summary

Mach Natural Resources LP reported that entities associated with IKAV completed open-market sales of a total of 5,557,679 Common Units at $12.81 per unit on April 8, 2026. These units are held indirectly through entities including VEPU Inc. and SIMLOG Inc., and the reporting persons disclaim beneficial ownership except to the extent of any pecuniary interest. Following these sales, the reported indirect holdings related to these positions were 20,794,475 Common Units in one account and 4,259,110 Common Units in another.

Insights

Equity ownership & governance analyst

Large indirect holders sold 5.56M Mach Natural units in one day.

Entities associated with IKAV, including VEPU Inc. and SIMLOG Inc., executed open-market sales totaling 5,557,679 Mach Natural Resources Common Units at $12.81 on April 8, 2026. These are sizable trades by disclosed ten-percent owners.

The filing shows remaining indirect positions of 20,794,475 and 4,259,110 Common Units, indicating that substantial stakes are still held after the transactions. The reporting persons formally disclaim beneficial ownership beyond their pecuniary interests, which is standard language for complex ownership structures.

The transactions reflect net selling activity but, without data on total units outstanding or trading liquidity in this excerpt, the broader impact on overall ownership concentration or market dynamics cannot be fully assessed from this information alone.

Insider Trade Summary

Net Seller: 5,557,679 shares ($71,193,868)

Net Sell 2 txns

Insider IKAV General Partner S.a r.l., VEPU Inc.

Role 10% Owner | 10% Owner

Sold 5,557,679 shs ($71.19M)

Type	Security	Shares	Price	Value
Sale	Common Units	4,612,874	$12.81	$59.09M
Sale	Common Units	944,805	$12.81	$12.10M

Holdings After Transaction: Common Units — 20,794,475 shares (Indirect, See Footnotes)

Footnotes (1)

1. These common units are held directly by VEPU Inc., which is wholly owned by IDI Investment S.a r.l., which is controlled by IKAV SICAV FIS SCA, whose general partner is IKAV General Partner S.a r.l., which is wholly owned by Institut fur Kapitalanlagen und Vesicherungslosungen GmbH, whose majority owner is Constantin von Wasserschleben. This statement is jointly filed by and on behalf each of the foregoing entities and Mr. von Wasserschleben. As such, each of the foregoing entities and Mr. von Wasserschleben may be deemed to share beneficial ownership of the securities held of record by VEPU Inc. These common units are held directly by SIMLOG Inc., which is wholly owned by Simlog S.a r.l., which is controlled by IKAV SICAV FIS SCA, whose general partner is IKAV General Partner S.a r.l., which is wholly owned by Institut fur Kapitalanlagen und Vesicherungslosungen GmbH, whose majority owner is Mr. von Wasserschleben. This statement is jointly filed by and on behalf each of the foregoing entities and Mr. von Wasserschleben. As such, each of the foregoing entities and Mr. von Wasserschleben may be deemed to share beneficial ownership of the securities held of record by SIMLOG Inc. The reporting persons each disclaim beneficial ownership of the securities covered by this statement, except to the extent of the pecuniary interest of such reporting person in such securities. Each reporting person states that neither the filing of this statement nor anything herein shall be deemed an admission that such reporting person is, for purposes of Section 16 of the Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise, the beneficial owner of any securities covered by this statement. The reporting persons may be deemed to be a member of a group with respect to Mach Natural Resources LP (the "Issuer") or securities of the Issuer for purposes of Section 13(d) or 13(g) of the Exchange Act. The reporting persons declare that neither the filing of this statement nor anything herein shall be construed as an admission that such persons are, for the purposes of Section 13(d) or 13(g) of the Exchange Act or any other purpose, a member of a group with respect to the Issuer or securities of the Issuer.

Key Figures

Units sold (block 1): 4,612,874 Common Units Units sold (block 2): 944,805 Common Units Total units sold: 5,557,679 Common Units +3 more

6 metrics

Units sold (block 1) 4,612,874 Common Units Open-market sale on April 8, 2026 at $12.81

Units sold (block 2) 944,805 Common Units Open-market sale on April 8, 2026 at $12.81

Total units sold 5,557,679 Common Units Aggregate net-sell volume reported in Form 4

Post-sale holdings (position 1) 20,794,475 Common Units Indirect holdings following April 8, 2026 sale

Post-sale holdings (position 2) 4,259,110 Common Units Indirect holdings following April 8, 2026 sale

Sale price $12.81 per unit Price for both reported open-market sales

Key Terms

open-market sale, beneficial ownership, Section 16, Section 13(d), +1 more

5 terms

open-market sale financial

"transaction_action: "open-market sale" for Common Units at $12.81"

An open-market sale is when a shareholder sells existing shares directly on a public exchange to any willing buyer, rather than through a private deal. Think of it like putting goods on a busy market stall where price is set by supply and demand; for investors it matters because such sales increase available supply, can put short-term downward pressure on the stock price, and signal changes in liquidity or investor confidence.

beneficial ownership financial

"may be deemed to share beneficial ownership of the securities held"

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.

Section 16 regulatory

"for purposes of Section 16 of the Exchange Act of 1934"

Section 16 is a U.S. securities law rule that governs the trading and disclosure obligations of company insiders — typically officers, directors and large shareholders — to promote transparency and deter unfair profit-taking. It requires insiders to publicly report their stock trades and allows companies or the issuer to reclaim quick, short-term profits from certain insider trades, like a scoreboard and a refund policy that help investors see and limit possible insider advantage.

Section 13(d) regulatory

"for purposes of Section 13(d) or 13(g) of the Exchange Act"

group regulatory

"may be deemed to be a member of a group with respect to Mach Natural Resources LP"

Form 4 Insider Transactions: What Each Field Means →

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^*

IKAV General Partner S.a r.l.

(Last) (First) (Middle)

74A, ROUTE DE LUXEMBOURG

(Street)

WASSERBILLIG L-6633

(City) (State) (Zip)

LUXEMBOURG

(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)

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

2a. Foreign Trading Symbol

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

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

	Form filed by One Reporting Person
X	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)
			Code	V	Amount	(A) or (D)	Price
Common Units	04/08/2026		S		4,612,874	D	$12.81	20,794,475	I	See Footnotes(1)(3)(4)
Common Units	04/08/2026		S		944,805	D	$12.81	4,259,110	I	See Footnotes(2)(3)(4)

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

1. Name and Address of Reporting Person^*

IKAV General Partner S.a r.l.

(Last) (First) (Middle)

74A, ROUTE DE LUXEMBOURG

(Street)

WASSERBILLIG L-6633

(City) (State) (Zip)

LUXEMBOURG

(Country)

Relationship of Reporting Person(s) to Issuer

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

1. Name and Address of Reporting Person^*

VEPU Inc.

(Last) (First) (Middle)

1301 MCKINNEY STREET SUITE 1600

(Street)

HOUSTON TEXAS 77010

(City) (State) (Zip)

UNITED STATES

(Country)

Relationship of Reporting Person(s) to Issuer

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

Explanation of Responses:

1. These common units are held directly by VEPU Inc., which is wholly owned by IDI Investment S.a r.l., which is controlled by IKAV SICAV FIS SCA, whose general partner is IKAV General Partner S.a r.l., which is wholly owned by Institut fur Kapitalanlagen und Vesicherungslosungen GmbH, whose majority owner is Constantin von Wasserschleben. This statement is jointly filed by and on behalf each of the foregoing entities and Mr. von Wasserschleben. As such, each of the foregoing entities and Mr. von Wasserschleben may be deemed to share beneficial ownership of the securities held of record by VEPU Inc.

2. These common units are held directly by SIMLOG Inc., which is wholly owned by Simlog S.a r.l., which is controlled by IKAV SICAV FIS SCA, whose general partner is IKAV General Partner S.a r.l., which is wholly owned by Institut fur Kapitalanlagen und Vesicherungslosungen GmbH, whose majority owner is Mr. von Wasserschleben. This statement is jointly filed by and on behalf each of the foregoing entities and Mr. von Wasserschleben. As such, each of the foregoing entities and Mr. von Wasserschleben may be deemed to share beneficial ownership of the securities held of record by SIMLOG Inc.

3. The reporting persons each disclaim beneficial ownership of the securities covered by this statement, except to the extent of the pecuniary interest of such reporting person in such securities. Each reporting person states that neither the filing of this statement nor anything herein shall be deemed an admission that such reporting person is, for purposes of Section 16 of the Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise, the beneficial owner of any securities covered by this statement.

4. The reporting persons may be deemed to be a member of a group with respect to Mach Natural Resources LP (the "Issuer") or securities of the Issuer for purposes of Section 13(d) or 13(g) of the Exchange Act. The reporting persons declare that neither the filing of this statement nor anything herein shall be construed as an admission that such persons are, for the purposes of Section 13(d) or 13(g) of the Exchange Act or any other purpose, a member of a group with respect to the Issuer or securities of the Issuer.

	IKAV GENERAL PARTNER S.A R.L., By: /s/ Gregor Gruber, Director & By: /s/ Marco Hoopmann, Director	04/10/2026
	VEPU INC., By: /s/ Gregor Gruber, Director	04/10/2026
	** 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)

FAQ

What insider transactions did major holders of MNR report on April 8, 2026?

Major holders associated with IKAV reported open-market sales of 5,557,679 Mach Natural Resources LP Common Units on April 8, 2026, at a price of $12.81 per unit, according to the Form 4 insider transaction disclosure.

Who executed the reported sales of Mach Natural Resources (MNR) Common Units?

The sales were executed indirectly through entities including VEPU Inc. and SIMLOG Inc., which are part of a multi-entity structure controlled by IKAV SICAV FIS SCA and related entities, as detailed in the Form 4 ownership footnotes.

At what price were the Mach Natural Resources (MNR) units sold in the Form 4 filing?

The common units of Mach Natural Resources LP were sold in open-market transactions at a price of $12.81 per unit, based on the Form 4 disclosure for the April 8, 2026 insider transactions by major indirect holders.

How many Mach Natural Resources (MNR) units do the reporting parties hold after the sales?

After the reported sales, indirect accounts tied to the reporting structure show holdings of 20,794,475 Common Units in one position and 4,259,110 Common Units in another, according to the post-transaction share figures in the Form 4 filing.

Do the reporting persons claim full beneficial ownership of the MNR units in this filing?

No. The reporting persons expressly disclaim beneficial ownership of the Mach Natural Resources LP units beyond any pecuniary interest, stating that the filing should not be viewed as an admission of beneficial ownership for Exchange Act Section 16 purposes.

What regulatory sections are referenced in the MNR Form 4 ownership footnotes?

The ownership footnotes reference Sections 16, 13(d), and 13(g) of the Exchange Act, noting that the parties may be deemed part of a group but expressly disclaim being considered group members or beneficial owners for those sections or other purposes.