Welcome to our dedicated page for TRIO PETROLEUM SEC filings (Ticker: TPET), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
Trio Petroleum Corp. (NYSE American: TPET) files a range of reports and current reports with the U.S. Securities and Exchange Commission that document its oil and gas activities, financing arrangements, and corporate actions. As an oil and gas exploration and development company with projects in California, Utah, Saskatchewan, and Alberta, its SEC filings provide detailed information on material agreements, asset acquisitions, capital structure changes, and governance decisions.
On this page, you can review Trio’s Form 8-K current reports, which the company uses to disclose material events such as asset purchase agreements for heavy oil and conventional oil properties in Canada, letters of intent and options related to heavy-oil and tar-sand projects in Utah, and transactions involving working interests in California oilfields. These filings typically describe the terms of asset purchases, including consideration paid in cash and restricted common stock, assumed liabilities, operator arrangements, and any related registration rights agreements.
Trio’s filings also outline its financing activities. Recent 8-Ks discuss unsecured convertible promissory notes issued to institutional investors, including principal amounts, conversion prices, maturity dates, and related registration rights agreements. Other filings describe the retirement of senior secured convertible notes and the termination of associated security interests, as well as an At Market Issuance Sales Agreement that allows the company to sell common stock from time to time under an effective shelf registration statement.
In addition, SEC reports cover corporate matters such as amendments to the company’s certificate of incorporation, changes to its 2022 Equity Incentive Plan, stockholder meeting results, and compensation arrangements for executives and consultants. Through these filings, investors can track how Trio structures its acquisitions, manages its capital, and implements governance decisions as it develops oil and gas assets in the United States and Canada.
Trio Petroleum Corp entered into an at-the-market issuance sales agreement with Ladenburg Thalmann & Co. Inc., allowing it to sell shares of its common stock having an aggregate offering price of up to $3,600,000 from time to time through the sales agent. These shares, referred to as the Placement Shares, are covered by a prospectus supplement and base prospectus under the company’s existing Form S-3 registration statement.
The sales agent will use commercially reasonable efforts to sell the shares in at-the-market transactions on the NYSE American or other permitted markets, or by other methods allowed by law with the company’s consent. Trio can set price and size parameters in each placement notice, may suspend sales, and either party can terminate the agreement at any time, with the agreement also ending automatically once all Placement Shares are sold. Ladenburg Thalmann will receive up to 3.0% of the gross proceeds from each sale as compensation.
Trio Petroleum Corp is launching an at-the-market offering of up to $3,600,000 of common stock through Ladenburg Thalmann as sales agent. The shares may be sold from time to time on the NYSE American or in negotiated transactions at prevailing market prices, with Ladenburg earning a cash commission of up to 3.0% of gross proceeds. Based on a recent price of $0.818 per share, the company illustrates a potential issuance of about 4,400,978 shares, which would bring total shares outstanding to 16,490,437, though the actual number will depend on future trading prices. As of January 7, 2026, Trio had 12,089,459 common shares outstanding and an estimated public float of approximately $10.9 million, limiting sales under Form S-3 rules. The company plans to use any net proceeds for general corporate purposes and working capital, supporting its oil and gas projects in California, Utah, and Canada.
Trio Petroleum Corp completed an asset purchase from Novacor Exploration Ltd., adding oil and gas interests in the Lloydminster, Saskatchewan heavy oil region. The transaction closed on December 30, 2025, for a total purchase price of CD$1 million (approximately US$730,300), paid through the issuance of 912,875 restricted common shares.
Novacor will remain the on-site operator of the acquired assets, with operating costs over the next two years held to levels detailed in an independent auditor’s report, unless otherwise agreed. Trio also granted Novacor registration rights, including piggyback rights and a commitment to register the resale of the shares if they are not included in another registration statement on or before March 31, 2026.
Trio Petroleum Corp reported that on December 23, 2025 it entered into a consulting agreement with Redwood Empire Financial Communications LLC for investor relations services. The agreement runs from January 1, 2026 through June 30, 2026.
As payment for these services, Trio agreed to issue 50,000 restricted shares of its common stock, par value $0.0001 per share. These shares will be issued on or before January 1, 2026 and will carry legends that limit trading until conditions are met.
The consulting agreement can be terminated by either party on at least 30 days’ notice, or immediately by the nonbreaching party in the event of a breach. The agreement also includes representations by the consultant and mutual indemnification provisions. Trio states that the share issuance relies on the Section 4(a)(2) exemption from registration under the Securities Act.
Trio Petroleum Corp (TPET) reported an insider transaction on a Form 4. A director sold 3,500 shares of common stock on 10/20/2025 at an average price of $1.0501 per share, coded as S (sale). After the trade, the reporting person beneficially owned 175,500 shares, held in direct ownership.
Trio Petroleum Corp (TPET) completed the acquisition of Canadian oil and gas assets under its Asset Purchase Agreement. The Buyer paid CD$150,000 in cash and the Company issued 104,227 restricted shares of common stock, which were described as having an aggregate value of CD$150,000 in the agreement.
The assets include leases and related rights in Alberta, with certain wells acquired out of a receivership. To satisfy Alberta Energy Regulator requirements, licenses were transferred to Novacor Exploration Ltd., an experienced operator. As compensation for acting as AER agent, the Seller received a 1% gross overriding royalty tied to the mineral rights for as long as it provides those services.
The share issuance was made as an unregistered transaction in reliance on Section 4(a)(2) of the Securities Act. The Company furnished a press release on November 4, 2025 summarizing the closing.
Trio Petroleum Corp (TPET) entered into an Asset Purchase Agreement for its wholly owned subsidiary, Trio Petroleum Canada, to acquire mineral leasehold interests and related rights in Alberta from Capital Land Services Ltd. The purchase price is CD$150,000 in cash plus restricted common shares valued at CD$150,000.
The closing will occur on the later of September 5, 2025 or three business days after the Revitalize/PWC transaction closes, which requires a Sale Approval and Vesting Order from the Court of King’s Bench of Alberta. Prior to closing, the seller will use commercially reasonable efforts to clear Potentially Adverse Instruments; if any remain and the buyer waives the condition, the seller will continue post‑closing assistance.
Seller will pay income and transfer-type taxes, while the buyer will pay sales or value-added taxes. The agreement includes customary representations, covenants, indemnities, government approvals, and termination and specific performance rights.
Trio Petroleum Corp (TPET) submitted a Rule 144 notice reporting a proposed sale of 17,750 common shares through Oppenheimer & Co. on the NASDAQ with an aggregate market value listed as $18,389. The filing states total shares outstanding of 8,440,849, and an approximate sale date of 10/01/2025. The shares to be sold were acquired as stock grants: 12,500 shares granted on 10/21/2024 and 5,250 shares granted on 09/02/2023. The filer reports no securities sold in the past three months and includes the standard representation that no undisclosed material adverse information is known.
Trio Petroleum Corp. (TPET) reported continued operating losses and liquidity strain for the period ended July 31, 2025. The company holds an approximate 85.775% working interest (≈68.62% net revenue interest after royalties) in the South Salinas Project and continues to develop multiple oil and gas leases. For the three months ended July 31, 2025 the company reported a loss before income taxes of $1,386,723 and for the nine months a loss before income taxes of $4,566,000, with a reported accumulated deficit of $24,639,679. Cash on hand in the operating bank account was $584,365 and the company reported a working capital deficit of $679,729; it stated it had no cash equivalents as of July 31, 2025. Production from the HV-3A discovery well was idled pending an assessment of options to increase gross production. The filing lists multiple recent financings and convertible debt transactions completed to provide liquidity, and numerous equity issuances, warrant and stock‑based compensation activities that materially affected equity balances.
Trio Petroleum Corp is registering 2,000,000 additional shares of common stock for issuance under its 2022 Equity Incentive Plan, as amended, increasing the plan’s total share pool to 2,500,000 shares after stockholder approval of Amendment No. 2 on July 30, 2025.
The filing also includes a reoffer prospectus covering up to 1,748,250 shares of common stock that may be resold from time to time by certain executive officers and directors; the company will not receive any proceeds from these insider resales. Trio is a California-based oil and gas exploration and development company with projects in Monterey County, California, Uintah County, Utah and Lloydminster, Saskatchewan, and is shifting focus toward more economically favorable regions such as Utah and Canada while seeking partners and permits to advance its South Salinas Project and a proposed carbon capture and storage initiative. The company has a history of operating losses, an accumulated deficit, and disclosed substantial doubt about its ability to continue as a going concern, highlighting the importance of external financing and successful project execution.