Tamboran Resources Corporation received an updated ownership report from Helmerich & Payne entities. Helmerich & Payne, Inc. and its subsidiary Helmerich & Payne International Holdings, LLC together report beneficial ownership of 1,018,850 shares of common stock, representing 4.97% of the class. This percentage is based on 20,493,869 shares of common stock outstanding as reported by Tamboran in a recent quarterly report.
The stake consists of 489,088 shares of common stock plus 529,762 shares of common stock represented by 105,952,380 depositary interests, where each depositary interest equals 1/200th of a share. The reporting persons state they have shared power to vote and dispose of all 1,018,850 shares and no sole voting or dispositive power.
Positive
None.
Negative
None.
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(Amendment No. 1)
Tamboran Resources Corporation
(Name of Issuer)
Common stock, par value $0.001 per share
(Title of Class of Securities)
87507T101
(CUSIP Number)
12/31/2025
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
Rule 13d-1(b)
Rule 13d-1(c)
Rule 13d-1(d)
SCHEDULE 13G
CUSIP No.
87507T101
1
Names of Reporting Persons
Helmerich & Payne, Inc.
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
DELAWARE
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
1,018,850.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
1,018,850.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
1,018,850.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
4.97 %
12
Type of Reporting Person (See Instructions)
CO
SCHEDULE 13G
CUSIP No.
87507T101
1
Names of Reporting Persons
Helmerich & Payne International Holdings, LLC
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
DELAWARE
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
1,018,850.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
1,018,850.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
1,018,850.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
4.97 %
12
Type of Reporting Person (See Instructions)
OO
SCHEDULE 13G
Item 1.
(a)
Name of issuer:
Tamboran Resources Corporation
(b)
Address of issuer's principal executive offices:
Suite 01, Level 39, Tower One, International Towers Sydney, 100 Barangaroo Avenue Barangaroo NSW, C3, 2000
Item 2.
(a)
Name of person filing:
This Schedule 13G is being filed jointly by each of the following Reporting Persons:
i. Helmerich & Payne, Inc.
ii. Helmerich & Payne International Holdings, LLC
The Reporting Persons have entered into a joint filing agreement, a copy of which is attached as Exhibit 99.1.
(b)
Address or principal business office or, if none, residence:
The address of the principal business office of each of the Reporting Persons is 222 North Detroit Avenue, Tulsa, Oklahoma 74120.
(c)
Citizenship:
Helmerich & Payne, Inc. is a Delaware corporation.
Helmerich & Payne International Holdings, LLC is a Delaware limited liability company.
(d)
Title of class of securities:
Common stock, par value $0.001 per share
(e)
CUSIP No.:
87507T101
Item 3.
If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
(a)
Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
(b)
Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
(c)
Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
(d)
Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e)
An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
(f)
An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
(g)
A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h)
A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i)
A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j)
A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J),
please specify the type of institution:
(k)
Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
Item 4.
Ownership
(a)
Amount beneficially owned:
1,018,850 shares of common stock consisting of 489,088 shares of common stock and 529,762 shares of common stock represented by 105,952,380 depositary interests, where each depository interest represents 1/200th of a share of common stock.
(b)
Percent of class:
4.97% based on a total of 20,493,869 shares of common stock outstanding as reported by the Issuer in its Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on November 13, 2025.
(c)
Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote:
(ii) Shared power to vote or to direct the vote:
1,018,850
(iii) Sole power to dispose or to direct the disposition of:
(iv) Shared power to dispose or to direct the disposition of:
1,018,850
Item 5.
Ownership of 5 Percent or Less of a Class.
Ownership of 5 percent or less of a class
Item 6.
Ownership of more than 5 Percent on Behalf of Another Person.
Not Applicable
Item 7.
Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
Not Applicable
Item 8.
Identification and Classification of Members of the Group.
Not Applicable
Item 9.
Notice of Dissolution of Group.
Not Applicable
Item 10.
Certifications:
Not Applicable
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
Helmerich & Payne, Inc.
Signature:
/s/ Debra R. Stockton
Name/Title:
Debra R. Stockton, General Counsel
Date:
01/07/2026
Helmerich & Payne International Holdings, LLC
Signature:
/s/ William H. Gault
Name/Title:
William H. Gault, Secretary
Date:
01/07/2026
Exhibit Information
Exhibit 99.1 - Joint Filing Agreement, dated as of October 25, 2024 (incorporated by reference to Exhibit 99.1 to the Schedule 13G filed by the Reporting Persons on October 25, 2024).
What ownership stake in Tamboran Resources Corporation (TBN) is reported in this Schedule 13G/A?
The filing reports that Helmerich & Payne, Inc. and Helmerich & Payne International Holdings, LLC beneficially own 1,018,850 shares of Tamboran common stock, representing 4.97% of the outstanding class.
How did the filers calculate the 4.97% ownership of TBN common stock?
The 4.97% figure is based on 20,493,869 shares of common stock outstanding, as reported by Tamboran Resources Corporation in its Quarterly Report on Form 10-Q filed on November 13, 2025.
Who are the reporting persons in this Tamboran (TBN) Schedule 13G/A filing?
The filing is made jointly by Helmerich & Payne, Inc. and its subsidiary Helmerich & Payne International Holdings, LLC, which have entered into a joint filing agreement referenced as Exhibit 99.1.
How many Tamboran (TBN) shares are held directly versus through depositary interests?
The reported beneficial ownership includes 489,088 shares of common stock and 529,762 shares of common stock represented by 105,952,380 depositary interests, with each depositary interest equal to 1/200th of a share.
What voting and dispositive powers do the reporting persons have over their Tamboran (TBN) shares?
The reporting persons report 0 shares with sole voting power and 1,018,850 shares with shared voting power, and similarly 0 shares with sole dispositive power and 1,018,850 shares with shared dispositive power.
Why does the Schedule 13G/A indicate ownership of 5 percent or less of Tamboran (TBN)?
Item 5 notes ownership of 5 percent or less of the class, consistent with the reported 4.97% beneficial ownership of Tamboran’s common stock.
