Trust tied to Tamboran (TBN) receives 50K shares in entitlement offer

Rhea-AI Filing Summary

Tamboran Resources director-affiliated entities increased their indirect stake through a share issuance. On April 14, 2026, 50,000 shares of common stock were acquired at $35 per share as a grant/award, held indirectly via the Bryan S. Sheffield Spousal Lifetime Access Trust under a share purchase agreement connected to a registered direct institutional entitlement offer that closed that day.

Following this transaction, entities associated with Bryan Sheffield are reported as holding 3,307,256 shares in total, including 2,247,404 shares held by Sheffield Holdings, LP, 876,197 shares held by Daly Waters Energy, LP, and 183,655 shares held by the trust, while each reporting person disclaims beneficial ownership beyond any pecuniary interest.

Insider Trade Summary

Net Buyer: 50,000 shares

Net Buy 1 txn

Insider Sheffield Bryan, Sheffield Holdings, LP, Spraberry Interests, LLC, Daly Waters Energy, LP, Formentera Australia Fund I GP, LP, Formentera Investments LLC

Role Director, 10% Owner | 10% Owner | 10% Owner | 10% Owner | 10% Owner | 10% Owner

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	50,000	$35.00	$1.75M

Holdings After Transaction: Common Stock — 3,307,256 shares (Indirect, See footnote)

Footnotes (3)

1. F1. The shares were issued to the Bryan S. Sheffield Spousal Lifetime Access Trust ("BSS SLAT") pursuant to a share purchase agreement entered into in connection with a registered direct institutional entitlement offer (the "Institutional Entitlement Offer") of shares of common stock to eligible institutional holders pursuant to the registration statement on Form S-3 filed by Tamboran Resources Corporation with the U.S. Securities and Exchange Commission on April 7, 2026. The Institutional Entitlement Offer was subject to certain customary closing conditions. The closing conditions were satisfied and the Institutional Entitlement Offer closed on April 14, 2026.
2. F2. Represents 2,247,404 securities held directly by Sheffield Holdings, LP ("Sheffield Holdings"), 876,197 securities held directly by Daly Waters Energy, LP ("Daly Waters"), and 183,655 securities held directly by BSS SLAT. Spraberry Interests, LLC ("Spraberry Interests") is the general partner of Sheffield Holdings. Bryan Sheffield is the manager of Spraberry Interests. As a result, each of Mr. Sheffield and Spraberry Interests may be deemed to share beneficial ownership of the shares held directly by Sheffield Holdings. Formentera Australia Fund I GP, LP ("Formentera Australia") is the general partner of Daly Waters. Formentera Investments LLC ("Formentera Investments") is the general partner of Formentera Australia. Bryan Sheffield is the managing member of Formentera Investments.
3. F3. (Continued from footnote 2) As a result, each of Mr. Sheffield, Formentera Australia and Formentera Investments may be deemed to share beneficial ownership of the shares held directly by Daly Waters. Each Reporting Person disclaims beneficial ownership of the securities reported herein, except to the extent of its or his pecuniary interest therein, if any.

Key Figures

Shares acquired: 50,000 shares Price per share: $35.00 per share Total shares after transaction: 3,307,256 shares +3 more

6 metrics

Shares acquired 50,000 shares Grant/award acquisition on April 14, 2026

Price per share $35.00 per share Acquisition price for 50,000 shares

Total shares after transaction 3,307,256 shares Indirect holdings reported following acquisition

Sheffield Holdings stake 2,247,404 shares Shares held directly by Sheffield Holdings, LP

Daly Waters stake 876,197 shares Shares held directly by Daly Waters Energy, LP

Trust holdings 183,655 shares Shares held directly by BSS SLAT after issuance

Key Terms

Spousal Lifetime Access Trust, registered direct institutional entitlement offer, registration statement on Form S-3, beneficial ownership, +1 more

5 terms

Spousal Lifetime Access Trust financial

"The shares were issued to the Bryan S. Sheffield Spousal Lifetime Access Trust ("BSS SLAT")"

registered direct institutional entitlement offer financial

"pursuant to a share purchase agreement entered into in connection with a registered direct institutional entitlement offer"

registration statement on Form S-3 regulatory

"pursuant to the registration statement on Form S-3 filed by Tamboran Resources Corporation"

A registration statement on Form S‑3 is a short, standardized filing a qualified public company uses to register new securities with regulators so they can be sold to investors; think of it as a pre-approved, reusable permission slip that speeds up future offerings. It matters to investors because it lets the company raise money more quickly and cheaply — which can fund growth or pay debt — but may also lead to share dilution or change in ownership, so it affects value and liquidity.

beneficial ownership financial

"may be deemed to share beneficial ownership of the shares held directly"

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.

pecuniary interest financial

"disclaims beneficial ownership of the securities reported herein, except to the extent of its or his pecuniary interest therein"

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Form 4 Insider Transactions: What Each Field Means →

Accepted by SEC EDGAR 04/16/2026 - 04:30 PM Learn about SEC filing dates

FAQ

What insider transaction did Tamboran Resources (TBN) report in this Form 4?

Tamboran Resources reported an indirect acquisition of 50,000 common shares at $35 per share. The shares were issued as a grant or award to a trust associated with Bryan Sheffield under a share purchase agreement tied to an institutional entitlement offer.

Who actually received the 50,000 Tamboran Resources (TBN) shares?

The 50,000 shares were issued to the Bryan S. Sheffield Spousal Lifetime Access Trust. The trust received them under a share purchase agreement connected to a registered direct institutional entitlement offer, rather than through an open-market purchase by Bryan Sheffield personally.

What is the total Tamboran Resources (TBN) stake linked to Bryan Sheffield after this transaction?

After the transaction, entities associated with Bryan Sheffield report holding 3,307,256 shares. This includes 2,247,404 shares at Sheffield Holdings, 876,197 at Daly Waters Energy, and 183,655 at the trust, with all reporting persons disclaiming beneficial ownership beyond their pecuniary interests.

How were the new Tamboran Resources (TBN) shares issued to the trust?

The shares were issued under a share purchase agreement tied to a registered direct institutional entitlement offer. This offer of common stock to eligible institutional holders relied on a Form S-3 registration statement and closed once customary closing conditions were satisfied on April 14, 2026.

Do the Tamboran Resources (TBN) reporting persons claim full beneficial ownership of these shares?

The reporting persons state they may be deemed to share beneficial ownership through their control relationships. However, each expressly disclaims beneficial ownership of the reported securities except to the extent of their pecuniary interest, limiting how their economic stake is characterized.

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^*

Sheffield Bryan

(Last) (First) (Middle)

300 COLORADO STREET, SUITE 1900

(Street)

AUSTIN TEXAS 78701

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Tamboran Resources Corp [ TBN ]

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
04/14/2026

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 Stock	04/14/2026		A(1)		50,000(1)	A	$35	3,307,256	I	See footnote(2)(3)

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^*

Sheffield Bryan

(Last) (First) (Middle)

300 COLORADO STREET, SUITE 1900

(Street)

AUSTIN TEXAS 78701

(City) (State) (Zip)

UNITED STATES

(Country)

Relationship of Reporting Person(s) to Issuer

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

1. Name and Address of Reporting Person^*

Sheffield Holdings, LP

(Last) (First) (Middle)

300 COLORADO STREET, SUITE 1900

(Street)

AUSTIN TEXAS 78701

(City) (State) (Zip)

UNITED STATES

(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^*

Spraberry Interests, LLC

(Last) (First) (Middle)

300 COLORADO STREET, SUITE 1900

(Street)

AUSTIN TEXAS 78701

(City) (State) (Zip)

UNITED STATES

(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^*

Daly Waters Energy, LP

(Last) (First) (Middle)

300 COLORADO STREET, SUITE 1900

(Street)

AUSTIN TEXAS 78701

(City) (State) (Zip)

UNITED STATES

(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^*

Formentera Australia Fund I GP, LP

(Last) (First) (Middle)

300 COLORADO STREET, SUITE 1900

(Street)

AUSTIN TEXAS 78701

(City) (State) (Zip)

UNITED STATES

(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^*

Formentera Investments LLC

(Last) (First) (Middle)

300 COLORADO STREET, SUITE 1900

(Street)

AUSTIN TEXAS 78701

(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. The shares were issued to the Bryan S. Sheffield Spousal Lifetime Access Trust ("BSS SLAT") pursuant to a share purchase agreement entered into in connection with a registered direct institutional entitlement offer (the "Institutional Entitlement Offer") of shares of common stock to eligible institutional holders pursuant to the registration statement on Form S-3 filed by Tamboran Resources Corporation with the U.S. Securities and Exchange Commission on April 7, 2026. The Institutional Entitlement Offer was subject to certain customary closing conditions. The closing conditions were satisfied and the Institutional Entitlement Offer closed on April 14, 2026.

2. Represents 2,247,404 securities held directly by Sheffield Holdings, LP ("Sheffield Holdings"), 876,197 securities held directly by Daly Waters Energy, LP ("Daly Waters"), and 183,655 securities held directly by BSS SLAT. Spraberry Interests, LLC ("Spraberry Interests") is the general partner of Sheffield Holdings. Bryan Sheffield is the manager of Spraberry Interests. As a result, each of Mr. Sheffield and Spraberry Interests may be deemed to share beneficial ownership of the shares held directly by Sheffield Holdings. Formentera Australia Fund I GP, LP ("Formentera Australia") is the general partner of Daly Waters. Formentera Investments LLC ("Formentera Investments") is the general partner of Formentera Australia. Bryan Sheffield is the managing member of Formentera Investments.

3. (Continued from footnote 2) As a result, each of Mr. Sheffield, Formentera Australia and Formentera Investments may be deemed to share beneficial ownership of the shares held directly by Daly Waters. Each Reporting Person disclaims beneficial ownership of the securities reported herein, except to the extent of its or his pecuniary interest therein, if any.

	/s/ Bryan Sheffield	04/16/2026
	Sheffield Holdings, LP, By: Spraberry Interests, LLC, its general partner, By: /s/ Bryan Sheffield, President	04/16/2026
	Spraberry Interests, LLC, By: /s/ Bryan Sheffield, Manager	04/16/2026
	Daly Waters Energy, LP, By: Formentera Australia Fund I GP, LP, its general partner, By: Formentera Investments LLC, its general partner, By: /s/ Bryan Sheffield, Managing Member	04/16/2026
	Formentera Australia Fund I GP, LP, its general partner, By: Formentera Investments LLC, its general partner, By: /s/ Bryan Sheffield, Managing Member	04/16/2026
	Formentera Investments LLC, By: /s/ Bryan Sheffield, Managing Member	04/16/2026
	** 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)