Mesabi Trust (NYSE: MSB) launches arbitration over Northshore royalties

Rhea-AI Filing Summary

Mesabi Trust filed a current report describing the start of an arbitration proceeding with the American Arbitration Association against Northshore Mining Company and its parent Cleveland-Cliffs Inc., together referred to as the Operator of its leased lands.

Mesabi Trust is seeking damages and declaratory relief related to the Operator’s idling of Northshore’s operations from May 2022 to April 2023 and its alleged underpayment of royalties on intercompany shipments from 2023 through the present. The filing also notes a related press release as an exhibit.

Insights

Litigation and risk analyst

Mesabi Trust discloses new arbitration with its mine operator, adding legal uncertainty.

Mesabi Trust has initiated arbitration against Northshore Mining Company and Cleveland-Cliffs Inc. through the American Arbitration Association. The trust seeks damages and declaratory relief tied to past operational idling and alleged royalty underpayments on intercompany shipments.

This centers on Northshore’s idling from May 2022 to April 2023 and royalty calculations from 2023 onward, which are core to Mesabi’s revenue model. The ultimate financial impact will depend on the arbitration outcome and any awarded damages or clarifications.

The exhibit list includes a press release dated September 26, 2025, suggesting more narrative detail there. Future company filings describing the progress or resolution of this arbitration will clarify any effects on Mesabi Trust’s distributions and long-term royalty framework.

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

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FORM 8-K

Current Report

Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): September 26, 2025

MESABI TRUST

(Exact name of registrant as specified in its charter)

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New York	1-4488	13-6022277
(State or other jurisdiction of incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)

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c/o Deutsche Bank Trust Company Americas Trust & Agency Services 1 Columbus Circle, 17th Floor Mail Stop: NYC01-1710 New York, New York	10019
(Address of principal executive offices)	(Zip Code)

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(904) 271-2520

(Registrant’s telephone number, including area code)

N/A

(Former name or former address, if changed since last report)

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Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

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Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Units of Beneficial Interest, no par value	MSB	New York Stock Exchange

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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

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Item 7.01Regulation FD.

Commencement of Arbitration

On September 26, 2025, Mesabi Trust (NYSE: MSB) initiated arbitration against Northshore Mining Company (“Northshore”) and its parent, Cleveland Cliffs Inc. (“Cliffs”) (Northshore and Cliffs, jointly, the “Operator”), the lessee/operator of the leased lands.  Mesabi Trust commenced the arbitration proceeding through the American Arbitration Association.  Mesabi Trust seeks damages and declaratory relief relating to the Operator’s idling of Northshore’s operations from May 2022 to April 2023 and underpayment of royalties on intercompany shipments from 2023 through the present.

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Item 9.01Financial Statements and Exhibits.

(d)Exhibits.

Exhibit No.		Description
99.1	​	Press Release dated September 26, 2025
104	​	Cover Page Interactive Data File (formatted in Inline XBRL and included as Exhibit 101)

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In accordance with general instruction B.2 to Form 8-K, the information in this Form 8-K shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section.

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SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

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​	MESABI TRUST
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​	By:	/s/Chris Niesz
​	​	Chris Niesz
​	​	Director
​	​	Deutsche Bank Trust Company Americas, Corporate Trustee of Mesabi Trust

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Dated: September 26, 2025

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FAQ

What legal action did Mesabi Trust (MSB) disclose in this 8-K?

Mesabi Trust disclosed that it initiated an arbitration proceeding through the American Arbitration Association against Northshore Mining Company and Cleveland-Cliffs Inc. The trust is seeking damages and declaratory relief tied to operational idling and alleged royalty issues.

Who are the respondents in Mesabi Trust’s new arbitration?

The respondents are Northshore Mining Company and its parent, Cleveland-Cliffs Inc., collectively referred to as the Operator. They are the lessee and operator of Mesabi Trust’s leased lands, making this dispute central to the trust’s underlying royalty stream.

What period of Northshore’s operations is at issue for Mesabi Trust (MSB)?

Mesabi Trust’s arbitration references the Operator’s idling of Northshore’s operations from May 2022 to April 2023. That time frame is important because mine idling can significantly affect production volumes and, in turn, royalties payable to the trust.

What royalty concerns does Mesabi Trust raise in the arbitration?

Mesabi Trust seeks relief related to alleged underpayment of royalties on intercompany shipments from 2023 through the present. The trust claims the Operator’s royalty payments tied to these internal shipments are inadequate, which could impact Mesabi’s income if confirmed.

Through which forum is Mesabi Trust pursuing this dispute?

Mesabi Trust commenced the proceeding through the American Arbitration Association. This private arbitration forum handles commercial disputes and will oversee the process as Mesabi and the Operator address claims over idling impacts and royalty calculations.

Does Mesabi Trust provide additional details beyond the 8-K text?

Yes. The 8-K lists a press release dated September 26, 2025 as Exhibit 99.1. That press release is likely to offer more narrative background on the arbitration, the trust’s claims, and how management is framing this dispute for unitholders.