Barnwell Industries Files 8-K with Material Agreement

TL;DR

Barnwell Industries signed a material definitive agreement on Feb 6, 2025. 8-K filed Feb 7.

AI Summary

Barnwell Industries, Inc. filed an 8-K on February 7, 2025, reporting a material definitive agreement entered into on February 6, 2025. The filing also includes financial statements and exhibits. The company is incorporated in Delaware and headquartered in Honolulu, Hawaii.

Why It Matters

This filing indicates a significant new agreement for Barnwell Industries, which could impact its future operations and financial performance.

Risk Assessment

Risk Level: medium — Material definitive agreements can introduce new risks or opportunities that are not yet fully understood.

Key Players & Entities

• BARNWELL INDUSTRIES INC (company) — Registrant
• February 6, 2025 (date) — Date of earliest event reported
• February 7, 2025 (date) — Date of report
• Delaware (jurisdiction) — State of Incorporation
• Honolulu, Hawaii (location) — Principal Executive Offices

FAQ

Key Financial Figures

• $0.50 — ange on which registered Common Stock, $0.50 Par Value BRN NYSE American Indic

Filing Documents

• ef20043082_form8k.htm (8-K) — 25KB
• ef20043082_ex4-1.htm (EX-4.1) — 11KB
• 0001140361-25-003482.txt ( ) — 172KB
• brn-20250206.xsd (EX-101.SCH) — 4KB
• brn-20250206_lab.xml (EX-101.LAB) — 21KB
• brn-20250206_pre.xml (EX-101.PRE) — 16KB
• ef20043082_form8k_htm.xml (XML) — 4KB

01 Entry

Item 1.01 Entry into a Material Definitive Agreement On January 26, 2025, pursuant to authorization by the Board of Directors (the "Board") of Barnwell Industries, Inc., a Delaware corporation (the "Company"), the Company entered into a Rights Agreement (the "Rights Agreement"), dated as of January 26, 2025, between the Company and Broadridge Corporate Issuer Solutions, LLC, as rights agent, pursuant to which the Board authorized and declared a dividend distribution of one right (each, a "Right") for each outstanding share of common stock, par value $0.50 per share, of the Company (the "Common Stock"). The dividend is payable to holders of record as of the close of business on February 7, 2025 (the "Record Date"). On February 6, 2025, pursuant to authorization by the Board, the Company and the Rights Agent entered into an Amendment No. 1 to the Rights Agreement (the "Amendment") to clarify that nothing in Rights Agreement shall be deemed to limit or eliminate the fiduciary duties of the Board of Directors under applicable law. The forgoing summary of the material terms of the Amendment is qualified in its entirety by reference to the full text of the Rights Agreement, as amended by the Amendment, which is attached as Exhibit 4.1 to this Current Report on Form 8-K and is incorporated by reference herein.

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits . (d) Exhibits Exhibit No. Description 4.1 Amendment No. 1 to the Rights Agreement, dated as of February 6, 2025, by and between Barnwell Industries, Inc. and Broadridge Corporate Issuer Solutions, LLC, as rights agent. 104 Cover Page Interactive Data File (embedded within the Inline XBRL document) SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Dated: February 6, 2025 BARNWELL INDUSTRIES, INC. By: /s/ Russell M. Gifford Name: Russell M. Gifford Title: Executive Vice President, Chief Financial Officer and Treasurer

View Full Filing

View this 8-K filing on SEC EDGAR