TXO Partners (TXO) director receives 10,667 phantom units award

Rhea-AI Filing Summary

TXO Partners, L.P. director J. Luther King Jr. reported an acquisition of 10,667 phantom common units on January 31, 2026, as a grant at a price of $0. Each phantom unit equals one common unit and will vest on January 31, 2027.

Following the award, he beneficially owned 751,111 common units directly. An additional 3,071,796 common units are reported as indirectly held through LKCM Investment Partnership, L.P., PDLP Morningstar, LLC, and a separately managed account advised by Luther King Capital Management Corporation, with Mr. King disclaiming beneficial ownership beyond his pecuniary interest.

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^*

King Luther Jr

(Last) (First) (Middle)

301 COMMERCE STREET

SUITE 1600

(Street)

FORT WORTH TX 76102

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
TXO Partners, L.P. [ TXO ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
01/31/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

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 Units	01/31/2026		A		10,667(1)	A	$0	751,111	D
Common Units								3,071,796	I	See footnote(2)

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

Explanation of Responses:

1. Reflects phantom units. Each phantom unit is the economic equivalent of one common unit of the Issuer and will be settled in common units upon vesting. The phantom units will vest on January 31, 2027.

2. Includes (i) 1,522,733 common units held by LKCM Investment Partnership, L.P. (LIP), (ii) 1,538,797 common units held by PDLP Morningstar, LLC, a wholly-owned subsidiary of LKCM Private Discipline Master Fund, SPC (PDP), and (iii) 10,266 common units held by a separately managed account for which Luther King Capital Management Corporation (LKCM) serves as investment advisor. LKCM Investment Partnership GP, LLC (LIP GP) is the general partner of LIP. LKCM Private Discipline Management, L.P. (PDP GP) is the sole holder of management shares of PDP. LKCM serves as the investment adviser for each of LIP and PDP. Mr. King is the President and controlling shareholder of LKCM and a controlling member and/or partner of LIP GP and PDP GP. Mr. King expressly disclaims beneficial ownership of the common units reported herein except to the extent of his pecuniary interest therein.

Remarks:

Mr. King is a Director of TXO GP, LLC, the general partner of the Issuer (General Partner). The Issuer is managed by the directors and executive officers of the General Partner.

	/s/ J. Luther King, Jr.	02/11/2026
	** 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.

FAQ

What insider transaction did TXO (TXO) report for J. Luther King Jr.?

The filing shows J. Luther King Jr. received 10,667 phantom common units in TXO on January 31, 2026. These were granted at $0 per unit as a non-cash award and are classified as an acquisition under transaction code A.

What are the vesting terms of the TXO (TXO) phantom units granted to J. Luther King Jr.?

The 10,667 phantom units granted to J. Luther King Jr. each mirror one TXO common unit. According to the filing, these phantom units will vest and be settled in common units on January 31, 2027, subject to the plan’s terms.

How many TXO (TXO) common units does J. Luther King Jr. directly own after this Form 4?

After the reported grant, J. Luther King Jr. is shown as directly beneficially owning 751,111 TXO common units. This figure reflects his direct holdings following the January 31, 2026 phantom unit acquisition reported in the filing.

What indirect TXO (TXO) holdings are associated with entities linked to J. Luther King Jr.?

The filing lists 3,071,796 TXO common units as indirectly held through LKCM Investment Partnership, L.P., PDLP Morningstar, LLC, and a separately managed account. Mr. King expressly disclaims beneficial ownership except to the extent of his pecuniary interest in these entities.

How does the TXO (TXO) Form 4 describe the nature of the phantom units?

The Form 4 states the reported phantom units are the economic equivalent of one TXO common unit each. They will be settled in common units upon vesting, aligning J. Luther King Jr.’s award directly with the value of TXO’s common equity.

What is J. Luther King Jr.’s role at TXO (TXO) according to this filing?

The document identifies J. Luther King Jr. as a director of TXO GP, LLC, the general partner of TXO Partners, L.P. It notes that the issuer is managed by the directors and executive officers of this general partner entity.