US Enrgy SEC Filings

U.S. Energy Corp. (USEG) reported a weaker Q3 2025. Revenue was $1.74 million, down from $4.96 million a year ago, driven by lower oil volumes/prices and asset sales. The company recorded a net loss of $3.34 million versus a $2.25 million loss last year, as impairments and operating costs outweighed reduced sales.

For the nine months, revenue was $5.96 million (from $16.39 million) with a net loss of $12.51 million. Operating cash flow was negative $6.28 million. Cash and equivalents were $1.42 million, and shareholders’ equity was $25.04 million at September 30, 2025. The company recorded a $0.9 million ceiling test write-down in Q3 and expects an additional $0.8–$1.8 million write-down in Q4 due to lower commodity prices.

USEG raised approximately $11.9 million net in an underwritten offering in January and extended its credit facility maturity to May 31, 2029 while the borrowing base was reduced to $10.0 million; there were no borrowings outstanding at quarter-end. Subsequent to quarter-end, the company borrowed $1.0 million and established a discretionary equity facility of up to $25.0 million, with a 4.99% beneficial-ownership blocker and a 19.99% issuance cap.

U.S. Energy Corp. (USEG) reported insider ownership changes tied to a non-cash distribution on October 28, 2025. The filing was made jointly by John A. Weinzierl and Katla Energy Holdings LLC, with Mr. Weinzierl listed as a Director and 10% Owner.

Synergy Offshore LLC distributed 1,400,000 shares of Common Stock to its parent and then to members, including 796,761 shares to Katla, at a price of $0 (transaction code J). Following the transactions, Katla held 5,650,326 shares directly. The John Alfred Weinzierl 2020 Trust held 3,124,893 shares indirectly, and Mr. Weinzierl held 497,826 shares directly, which include 40,000 restricted shares scheduled to vest on January 1, 2026.

The remarks note a Nominating and Voting Agreement under which certain parties may be deemed a Section 13(d) “group” that beneficially owns more than 10% in aggregate; the reporting persons disclaim beneficial ownership beyond their pecuniary interests.

US Energy Corp (USEG) insider filing: On 10/28/2025, Synergy Offshore LLC distributed 1,400,000 shares of common stock to its parent Synergy Producing Properties, LLC, which then distributed those shares to its members. King Oil & Gas Company, Inc. received 332,329 shares in this in‑kind distribution, recorded at $0 consideration (transaction code J).

Following these transactions, Mr. Duane H. King and King Oil each report beneficial ownership of less than 10% of USEG, and Synergy Offshore LLC reports no remaining shares. The filing also notes that 20,000 restricted shares held by Mr. King remain subject to time‑based vesting on January 1, 2026, contingent on continued service.

US Energy Corp (USEG) insiders reported open‑market sales of common stock on multiple dates. Transactions occurred on 10/23/2025, 10/24/2025, and 10/27/2025 at weighted average prices of $1.2594, $1.2538, and $1.2504, respectively. Footnotes state price ranges of $1.23–$1.325, $1.24–$1.29, and $1.23–$1.27.

Reported holdings are shown across affiliated entities, including SRC Management Company, LP, Banner Oil & Gas, LLC, Woodford Petroleum, LLC, and Sage Road Energy II, LP, with Mr. Joshua L. Batchelor and Mr. Benjamin A. Stamets identified as co‑Managing Partners of Sage Road Capital, LLC. The filing notes a Voting Agreement among certain parties that may constitute a Section 13(d) group, and includes customary beneficial ownership disclaimers.

U.S. Energy Corp. entered into a 24-month Common Stock Purchase Agreement and Registration Rights Agreement with Roth Principal Investments, LLC that gives the company the option to sell up to $25,000,000 of newly issued common stock at times and in amounts it chooses after certain conditions are met. Sales will use market-based pricing tied to VWAP with a fixed 2.5% discount and may occur as Market Open Purchases or Intraday Purchases. Nasdaq rules cap issuances under the agreement at 7,123,382 shares (approximately 19.99%) unless shareholder approval is obtained or the average price paid equals or exceeds $1.2788. Roth Principal Investments is restricted from entering net short or hedging positions during the term. As consideration, the company paid a $25,000 structuring fee, issued 223,141 commitment shares, and agreed to pay a $180,000 cash commitment fee, plus certain legal fee reimbursements and potential make-whole payments up to $270,000. The company controls timing and amount of any sales and may terminate the agreement after commencement with notice.

U.S. Energy Corp. amended its credit agreement with Firstbank Southwest, effective August 1, 2025, to extend the maturity of its revolving facility to May 31, 2029 and to lower the borrowing base to $10.0 million. The amendment also waived certain technical defaults tied to subsidiary status and the company’s prior reorganization, and updated schedules, addresses and other contractual items.

Revolving loans may be borrowed, repaid and re-borrowed through the new maturity date. Interest is based on the greater of prime or federal funds plus 0.50% plus an applicable margin of 0.25%–1.25% depending on utilization; failure to deliver required reserve reports sets the margin at 1.25%. The facility includes customary covenants and quarterly financial tests, including a total debt to EBITDAX limit of 3.0:1 beginning March 31, 2026 and a current ratio requirement of at least 1.0. The company reports it currently owes $0 under the credit agreement.

U.S. Energy Corp. (USEG) filed a Form 144 notifying the proposed sale of 188,913 common shares, with an aggregate market value of $217,249.95. The shares represent part of an outstanding base of 34,023,549 shares and are to be sold through Charles Schwab & Co. on the Nasdaq with an approximate sale date of 09/04/2025. The filer acquired these shares on 01/28/2021 as board fees from the issuer and the consideration was paid in cash. The filing reports no securities sold in the past three months by the account for which this notice is filed. The notice includes the standard attestation that the seller is not aware of undisclosed material adverse information about the issuer.

U.S. Energy Corp. (USEG) filed a Form 144 notifying a proposed sale of 173,913 common shares through Fidelity Brokerage Services with an aggregate market value of $212,173, approximately to be sold on 08/15/2025 on NASDAQ. The filing lists prior acquisitions by the selling person including multiple open-market purchases and stock awards between 2021 and 2025. The record also shows a sale of 45,000 shares on 06/17/2025 by Keys Randall D generating $103,950. The notice includes the seller’s representation that no undisclosed material adverse information is known.