Permian Basin SEC Filings

Permian Basin Royalty Trust reported lower results as Waddell Ranch remained in an excess-cost deficit. Q3 royalty income was $7,258,464 versus $8,366,375 a year ago, aided by a $4.5 million settlement payment from Blackbeard. Q3 distributable income was $6,861,887, or $0.15 per unit, compared with $8,053,284, or $0.17, in Q3 2024.

For the first nine months, royalty income totaled $13,403,049 versus $23,175,406 last year; distributable income was $11,855,354 ($0.25 per unit) versus $21,982,178 ($0.47). As of September 30, the Waddell Ranch deficit to the Trust was $32,661,962 plus $1,537,094 of accrued interest, totaling $34,199,056 to be recovered. Cash and short-term investments were $6,493,208, with a distribution payable of $5,393,208 and an expense reserve of $1,100,000. The Trust later declared a distribution of $0.020021 per unit on October 21, 2025.

Blackbeard reported higher gross capital spending on Waddell Ranch of $53.3 million in Q3 and $162.5 million year-to-date, while realized oil prices declined across both property groups.

SoftVest, L.P. filed definitive additional proxy materials urging Permian Basin Royalty Trust (PBT) unitholders to support a non-binding proposal backing efforts to seek judicial reformation of the Trust Indenture to allow amendments approved by a simple majority of votes cast at a quorumed special meeting. A related proposal would permit adjournment to solicit additional proxies.

The special meeting is set for December 16, 2025. SoftVest and affiliates report owning approximately 13.3% of outstanding units. The materials state the current charter requires approval by at least 75% of outstanding units, which they view as a constraint. They also note operators’ costs can exceed revenues and be recovered with interest from future net proceeds, affecting monthly distributions. Potential future steps referenced include considering conversion to a corporation or LLC, subject to any required approvals.

Permian Basin Royalty Trust unitholders are being asked by SoftVest, L.P. and affiliates to vote at a special meeting on December 16, 2025 at 1:00 P.M. Central Time. The solicitation seeks support for a non-binding proposal authorizing beneficiaries to pursue a judicial reformation of the Trust Indenture to allow future amendments to be approved by a simple majority of votes cast at a quorumed meeting. A second proposal would permit adjournment to solicit additional proxies.

The Trust Indenture currently requires super‑majority thresholds for key actions, including asset sales, termination, and amendments. SoftVest argues that dispersed ownership makes such super‑majority approvals difficult and that a simple‑majority standard could enable actions such as a potential conversion to a corporate or LLC structure and other strategic transactions, each still subject to separate approvals. SoftVest reports beneficial ownership of 6,217,107 Units (about 13.3%). The record date is November 11, 2025, with 46,608,796 Units outstanding as of October 10, 2025. Returned proxy cards without voting instructions on these items will be voted FOR by the soliciting participants’ proxies.

Permian Basin Royalty Trust furnished an 8-K under Item 2.02 announcing its monthly cash distribution to unitholders of record on October 31, 2025. The details were provided in a press release attached as Exhibit 99.1 and dated October 21, 2025.

The information was furnished, not filed, under the Exchange Act, meaning it is not subject to Section 18 liabilities and is not incorporated by reference into Securities Act filings. The Trust’s units of beneficial interest trade on the NYSE under the symbol PBT, with Argent Trust Company serving as trustee.

Permian Basin Royalty Trust (PBT) received an amended Schedule 13D from SoftVest Advisors, SoftVest GP I, SoftVest, L.P., and Eric L. Oliver. The group reports beneficial ownership of 6,217,107 Units, representing 13.3% of the class.

The percentage is based on 46,608,796 Units outstanding as reported in a Form 10-Q filed on August 13, 2025. The reporting persons have 0 sole and 6,217,107 shared voting and dispositive power. On October 15, 2025, they filed a preliminary proxy statement for a Special Meeting; excerpts are attached as an exhibit. The filing notes that, if the Proposed Conversion is effected, Mr. Oliver may stand for election to Newco’s board of directors.

Permian Basin Royalty Trust announced that the Trustee received a request from SoftVest Advisors and other holders owning more than 15% of outstanding units to call a special meeting of unitholders. The Trustee intends to call the meeting for December 16, 2025, with a record date of November 11, 2025.

The requested vote would support SoftVest or another appropriate party taking actions to seek judicial reformation of the Trust Indenture so that amendments could be approved by a majority of Units cast at a special meeting where a quorum is present. The Trustee stated it is not soliciting proxies; SoftVest and/or other holders are expected to file a proxy statement. Further details will be provided in the Trustee’s notice and in SoftVest’s proxy materials filed with the SEC.

SoftVest-affiliated parties report beneficial ownership of 6,217,107 Units, representing 13.3% of Permian Basin Royalty Trust (PBT). The filing amends a prior Schedule 13D to add disclosure about short put options held by SoftVest, L.P.: $12.50-strike puts on 396,500 Units (3,965 contracts) and a $15.00-strike put on 100 Units, each expiring on 12/19/2025. The reporting persons include SoftVest Advisors, LLC; SoftVest GP I, LLC; SoftVest, L.P.; and Eric L. Oliver, who collectively report shared voting and dispositive power over the disclosed units. The amendment states the percentage calculation is based on 46,608,796 Units outstanding as reported in the issuer's SEC filing dated 8/13/2025.

SoftVest and related reporting persons disclosed ownership of 6,217,107 Units of Beneficial Interest in Permian Basin Royalty Trust, equal to approximately 13.3% of the PBT units outstanding. The reporting entities say SoftVest, LP expended $51.7M of its capital to acquire these Units and hold them for investment.

The filing outlines a strategic plan: seek a trustee-called special meeting to approve a non-binding proposal supporting a judicial reformation of the Trust Indenture to permit conversion of the Trust into a corporation ("Newco"), followed by a potential transfer of assets, distribution of Newco shares and termination of the Trust. The filing notes legal and voting hurdles — the Indenture currently requires at least a 75% affirmative vote to permit conversion and the reporting persons cite historically low quorum participation (~54.8% at a 2022 special meeting). The Reporting Persons entered a Coordination and Confidentiality Agreement with the Trustee and plan to solicit proxies and file a proxy statement.