Trio Petroleum Corp. filings document the regulatory record of a public oil and gas exploration and development company. Recent 8-K reports describe at-the-market common stock sales under a Form S-3 registration statement, prospectus supplement amendments, material agreements tied to oil and gas assets, and other corporate events affecting capital structure and project activity.
The company’s proxy filings cover annual-meeting governance, director elections, shareholder voting matters and proposed amendments to its certificate of incorporation, including reverse stock split authority. These disclosures also provide formal records of common stock terms, board matters, financing mechanics, and public-company reporting obligations for TPET.
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.
Trio Petroleum Corp. filed a Form S-3 shelf registration that includes a prospectus summary, risk factors, use of proceeds, selling stockholders and descriptions of capital stock and distribution arrangements. The filing shows several selling stockholder holdings listed as 416,299, 443,416, 377,803, 65,613 and 1,265 shares and enumerates a range of filing and exhibit items. The registrant makes the standard undertakings to file post-effective amendments while offers or sales are ongoing and to remove unsold securities at termination. The document includes multiple signature blocks, with executive and director signatures dated September 4, 2025, and transaction or disclosure dates ranging from November 4, 2024 through August 18, 2025.
Trio Petroleum Corp. director and Vice Chairman Stanford Eschner resigned from those roles on August 1, 2025 and simultaneously entered a consulting agreement with the company. Under that agreement he received 15,000 restricted shares issued under the 2022 Equity Incentive Plan that vested upon issuance. After the transaction Mr. Eschner beneficially owns 72,500 common shares, comprised of 25,000 shares held by the Stanford Eschner Trust No. 1 (he holds investment and voting control), 25,000 shares held by Trio LLC (he serves as Executive Chairman and may be deemed to control), and 7,500 shares held directly by him, excluding the 15,000 newly issued restricted shares. The Form 4 was signed by Mr. Eschner on August 25, 2025.
Trio Petroleum Corp entered into a private convertible debt financing on August 15, 2025, issuing three unsecured convertible promissory notes with an aggregate principal of $1,200,000. Because of a 15% original issue discount, the company received a funding amount of $1,020,000 and net proceeds of $928,600 after paying placement and legal fees. The notes mature on February 15, 2026, can be prepaid without penalty, and must be repaid in part if Trio raises new equity, as investors may request up to 25% of gross proceeds for repayment. Holders can convert into common stock at the lesser of $1.32 or 90% of the lowest VWAP over five days, subject to a floor price initially set at $0.72 and an overall cap of 1,679,127 conversion shares, equal to 19.99% of the 8,399,839 shares outstanding on the closing date. The company agreed to strict limits on new equity and variable-rate transactions and granted registration rights for the conversion shares, with liquidated damages if filing or effectiveness deadlines are missed.
Trio Petroleum director Blake James Howard acquired 250,000 shares of the company's common stock on 08/01/2025 under the 2022 Equity Incentive Plan; the restricted stock vested upon issuance. The Form 4 shows Mr. Howard's beneficial ownership following the transaction as 262,500 shares.
The filing is reported as an individual Form 4 and is signed by the reporting person on 08/15/2025. The disclosure identifies the award as restricted stock granted under the 2022 Plan and confirms the shares vested immediately when issued.
William John Hunter, identified as a director of Trio Petroleum Corp. (TPET), reported an acquisition on Form 4 of 175,000 restricted shares awarded under the company’s 2022 Equity Incentive Plan. The filing states these restricted shares vested upon issuance and are recorded with a transaction date of 08/01/2025.
After the reported acquisition, Mr. Hunter is shown as beneficially owning 203,000 shares of Trio Petroleum in a direct capacity. The Form 4 shows no derivative securities reported and includes a footnote clarifying the 175,000 shares were restricted stock granted under the 2022 Plan.
Trio Petroleum director Thomas J. Pernice was awarded 250,000 restricted shares under the companys 2022 Equity Incentive Plan that vested upon issuance. The Form 4 reports the acquisition as of 08/01/2025 and shows his beneficial ownership following the transaction as 267,750 shares. The filing does not disclose a per-share price or the awards aggregate value.
This disclosure documents a director-level equity grant that immediately increases direct ownership. The form provides the class of security, the number of shares acquired and the updated beneficial ownership total, but it does not provide context such as the grants percentage of outstanding shares or related compensation details.
Trio Petroleum Corp. reported that Robin A. Ross, who serves as Chief Executive Officer and a director, was awarded 625,000 restricted shares under the company’s 2022 Equity Incentive Plan. The restricted stock vested upon issuance, so Ross acquired immediate beneficial ownership of those shares.
Following the award, Ross beneficially owned 787,751 shares. The transaction is reported on a Form 4 as a Section 16 disclosure and shows a transaction date of 08/01/2025. No derivative securities were reported in the filing and no cash purchase was indicated.