Phx Minerals Inc SEC Filings

Chad L. Stephens, Chief Executive Officer and Director of PHX Minerals, reported significant insider transactions related to the company's merger with WhiteHawk Acquisition. On June 23, 2025, following a tender offer completion at $4.35 per share, several key transactions occurred:

• Acquired 581,788 additional performance shares through vesting of restricted stock awards at maximum performance achievement
• Disposed of 653,028 shares through tender to WhiteHawk Merger Sub
• Converted 1,246,688 restricted shares to cash at $4.35 per share as part of the merger agreement

These transactions were part of WhiteHawk Acquisition's merger with PHX Minerals, where Merger Sub merged into PHX, making PHX a wholly-owned subsidiary of WhiteHawk. The merger agreement triggered accelerated vesting of restricted shares at maximum performance levels, with all shares being converted to cash at the $4.35 per share offer price.

PHX Minerals insider Chad True, Principal Accounting Officer, reported significant stock transactions related to the company's merger with WhiteHawk Acquisition. On June 23, 2025, the following key transactions occurred:

• Received 35,914 additional performance shares at $0 through a Restricted Stock Award Agreement vesting at 187.5% of original grant due to merger
• Tendered 26,812 shares to WhiteHawk Merger Sub at $4.35 per share
• Converted 118,003 restricted shares to cash at $4.35 per share as part of merger agreement

These transactions were part of WhiteHawk's acquisition of PHX Minerals through a tender offer and subsequent merger, where WhiteHawk Merger Sub merged with PHX Minerals at $4.35 per share. The merger agreement triggered accelerated vesting of restricted shares at maximum performance levels, with all shares being converted to cash consideration.

Director Mark T. Behrman reported multiple transactions in PHX Minerals stock related to a significant merger event. Key transactions include:

• Acquisition of 1,467 Deferred Stock Units on 06/04/2025 at $4.32 through dividend reinvestment
• Acquisition of 4,509 Deferred Stock Units on 06/23/2025 at $4.35 as director compensation
• Disposition of 173,704 common shares tendered at $4.35 per share
• Cancellation of 180,910 shares (including 164,371 Deferred Stock Units) at $4.35 per share

These transactions were part of PHX Minerals' merger with WhiteHawk Acquisition, where Merger Sub completed a tender offer at $4.35 per share. The merger resulted in PHX Minerals becoming a wholly owned subsidiary of WhiteHawk. All restricted shares and Deferred Stock Units were fully vested and converted to cash at the merger price.

Director Steven L. Packebush reported multiple transactions in PHX Minerals stock following the company's merger with WhiteHawk Acquisition. Key transactions include:

• June 4, 2025: Acquired 478 Deferred Stock Units at $4.32 through dividend reinvestment
• June 23, 2025: Acquired 3,183 Deferred Stock Units at $4.35 as director compensation
• June 23, 2025: Tendered 155,645 shares at $4.35 per share in response to WhiteHawk's tender offer
• June 23, 2025: All remaining 71,876 shares (including 55,338 Deferred Stock Units) were converted to cash at $4.35 per share upon merger completion

These transactions were part of WhiteHawk Acquisition's merger with PHX Minerals, which became effective June 23, 2025. The merger agreement resulted in PHX becoming a wholly-owned subsidiary of WhiteHawk, with shareholders receiving $4.35 per share in cash. All restricted shares and Deferred Stock Units were fully vested and converted to cash at the merger price.

PHX Minerals Director Lee M. Canaan reported multiple transactions related to the company's merger with WhiteHawk Acquisition. On June 4, 2025, Canaan acquired 73 Deferred Stock Units at $4.32 through dividend reinvestment, bringing total holdings to 138,651 shares.

Following WhiteHawk's tender offer completion on June 23, 2025, at $4.35 per share, Canaan:

• Tendered 79,271 common shares
• Had 59,380 restricted shares vest and convert to cash
• Had 7,933 Deferred Stock Units convert to cash

These transactions were part of WhiteHawk's acquisition of PHX Minerals, where Merger Sub merged with PHX, making it a wholly-owned subsidiary of WhiteHawk Parent. All of Canaan's equity holdings were converted to cash at the merger price of $4.35 per share, subject to tax withholding.

PHX Minerals has filed Form 25-NSE to notify its removal from listing and/or registration on the New York Stock Exchange (NYSE). The delisting affects the company's Class A Common Stock. The notification was filed on June 28, 2025, with the actual delisting process initiated on June 23, 2025.

The company, headquartered at 1320 South University Drive, Fort Worth, Texas, is proceeding with this delisting action in accordance with SEC regulations. The form was certified by NYSE representative Anthony Sozzi, Market Watch Analyst, confirming the exchange has reasonable grounds for the delisting action.

This regulatory filing is significant for investors as it indicates PHX Minerals' securities will no longer be traded on the NYSE. The delisting process complies with SEC requirements under Section 12(b) of the Securities Exchange Act of 1934.

PHX Minerals has filed a Form 25 with the SEC, notifying the removal of its Class A Common Stock from listing and registration on the New York Stock Exchange (NYSE). The delisting notification was filed on June 28, 2025, with the actual certification dated June 23, 2025.

The company, headquartered at 1320 South University Drive, Fort Worth, Texas, is proceeding with this delisting action under SEC rules. The filing was certified by NYSE representative Anthony Sozzi, Market Watch Analyst, confirming the exchange's compliance with applicable rules for delisting procedures.

This Form 25 filing is significant as it indicates PHX Minerals will no longer be traded on the NYSE, which could impact stock liquidity and trading accessibility for investors. The company's Commission File Number is 001-31759.

WhiteHawk Income Corp and its subsidiaries completed a significant merger transaction with PHX Minerals on June 23, 2025, as reported in this Form 4 filing. The merger was executed according to the Agreement and Plan of Merger dated May 8, 2025.

Key transaction details:

• WhiteHawk Merger Sub merged with PHX Minerals at $4.35 per share in cash
• WhiteHawk acquired 36,522,010 shares through the merger transaction
• WhiteHawk LP tendered 946,606 shares as part of the purchase offer
• PHX Minerals survives as a subsidiary of WhiteHawk Acquisition, which is a subsidiary of WhiteHawk Income Corp

The filing was signed by Jeffrey Slotterback (CFO of WhiteHawk Income Corp and President of merger entities) and Daniel Herz, who serves as President, CEO, and Managing Member of WhiteHawk LP's general partner's sole member.

WhiteHawk Income Corporation and related entities have completed their acquisition of PHX Minerals through a merger transaction that occurred on June 23, 2025. The merger was executed according to the previously announced Agreement and Plan of Merger dated May 8, 2025.

Key transaction details:

• WhiteHawk Merger Sub merged with PHX Minerals, with PHX surviving as a subsidiary of WhiteHawk Income Corporation
• All outstanding shares were converted to cash at the Offer Price, except for certain excluded shares
• PHX Minerals stock (NYSE: PHX) has ceased trading and is being delisted
• The entire Board of Directors resigned and was replaced by Jeffrey Slotterback as sole director
• WhiteHawk and Daniel Herz now beneficially own 100% of PHX Minerals shares with shared voting and dispositive power

This Schedule 13D/A filing reflects the completion of the merger transaction and the resulting changes in ownership and corporate governance structure.