Zion Oil & Gas, Inc. Files 2023 Annual Report on Form 10-K

TL;DR

<b>Zion Oil & Gas, Inc. has filed its 2023 annual report, confirming compliance with SEC filing requirements and its status as a smaller reporting company.</b>

AI Summary

ZION OIL & GAS INC (ZNOGW) filed a Annual Report (10-K) with the SEC on March 20, 2024. Zion Oil & Gas, Inc. filed its annual report on Form 10-K for the fiscal year ended December 31, 2023. The company is incorporated in Delaware and its principal executive offices are located in Dallas, Texas. Zion Oil & Gas, Inc. is classified as a smaller reporting company. The company has submitted all required reports for the preceding 12 months and has been subject to filing requirements for the past 90 days. The company has submitted electronically every Interactive Data File required for the preceding 12 months.

Why It Matters

For investors and stakeholders tracking ZION OIL & GAS INC, this filing contains several important signals. This filing provides a comprehensive overview of Zion Oil & Gas's financial performance and operational status for the fiscal year 2023, crucial for investors assessing the company's health and future prospects. As a smaller reporting company, Zion Oil & Gas's disclosures may differ from larger filers, offering a specific lens through which to analyze its business and regulatory adherence.

Risk Assessment

Risk Level: low — ZION OIL & GAS INC shows low risk based on this filing. The filing is a routine annual report (10-K) and does not contain new material information that would significantly alter the risk profile of the company at this time.

Analyst Insight

Investors should review the full 10-K filing for detailed financial statements, risk factors, and management's discussion and analysis to form an informed opinion on Zion Oil & Gas's current standing.

Key Numbers

• 2023 — Fiscal Year End (Fiscal year ended December 31, 2023)
• 10-K — Form Type (Annual report form type)
• 001-33228 — Commission File Number (SEC file number)

Key Players & Entities

• ZION OIL & GAS INC (company) — Filer name
• 20231231 (date) — Fiscal year end
• 20240320 (date) — Filing date
• Delaware (jurisdiction) — State of incorporation
• Dallas, TX (location) — Principal executive offices
• Common Stock, par value $0.01 per share (security) — Registered securities

FAQ

Industry Context

Zion Oil & Gas, Inc. operates in the oil and gas field exploration services industry. This 10-K filing provides insights into its activities and financial standing within this sector.

Regulatory Implications

The filing is made in accordance with Section 13 or 15(d) of the Securities Exchange Act of 1934, requiring regular reporting of financial and operational information to the SEC.

What Investors Should Do

1. Review the detailed financial statements and Management's Discussion and Analysis within the 10-K for a thorough understanding of Zion Oil & Gas's fiscal year 2023 performance.
2. Examine the risk factors section to identify potential challenges and uncertainties facing the company in the oil and gas sector.
3. Compare Zion Oil & Gas's reported metrics against industry benchmarks and its own historical performance to gauge its competitive position and trends.

Key Dates

• 2023-12-31: Fiscal Year End — Marks the end of the reporting period for the 10-K filing.
• 2024-03-20: Filing Date — Date the 10-K report was officially filed with the SEC.

Year-Over-Year Comparison

This filing is the annual report for the fiscal year ended December 31, 2023, and follows the company's previous filings, including any quarterly reports and prior annual reports.

Key Financial Figures

• $0.01 — Exchange Act: Common Stock, par value $0.01 per share OTCQB (Title of Class) (Name
• $0 — 0,252 shares of common stock, par value $0.01, outstanding as of March 18, 2024.
• $45,615,000 — its unproved oil and gas properties of $45,615,000. During the year ended December 31, 20
• $135,000 — its unproved oil and gas properties of $135,000. During the year ended December 31, 202

Filing Documents

• f10k2023_zionoil.htm (10-K) — 2583KB
• f10k2023ex10-4_zionoil.htm (EX-10.4) — 32KB
• f10k2023ex31-1_zionoil.htm (EX-31.1) — 9KB
• f10k2023ex31-2_zionoil.htm (EX-31.2) — 9KB
• f10k2023ex32-1_zionoil.htm (EX-32.1) — 4KB
• f10k2023ex32-2_zionoil.htm (EX-32.2) — 4KB
• image_001.jpg (GRAPHIC) — 70KB
• 0001213900-24-024404.txt (&nbsp;) — 13298KB
• znogw-20231231.xsd (EX-101.SCH) — 110KB
• znogw-20231231_cal.xml (EX-101.CAL) — 37KB
• znogw-20231231_def.xml (EX-101.DEF) — 421KB
• znogw-20231231_lab.xml (EX-101.LAB) — 734KB
• znogw-20231231_pre.xml (EX-101.PRE) — 416KB
• f10k2023_zionoil_htm.xml (XML) — 2956KB

Business

Business 1 Item 1A

Risk Factors

Risk Factors 12 Item 1B Unresolved Staff Comments 23 Item 1C Cyber Security 23 Item 2

Properties

Properties 23 Item 3

Legal Proceedings

Legal Proceedings 24 Item 4 Mine Safety Disclosures 24 PART II Item 5 Market for the Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities 25 Item 6 Reserved 25 Item 7

Management's Discussion and Analysis of Financial Condition and Results of Operations

Management's Discussion and Analysis of Financial Condition and Results of Operations 25 Item 7A

Quantitative and Qualitative Disclosures about Market Risk

Quantitative and Qualitative Disclosures about Market Risk 42 Item 8

Financial Statements and Supplementary Data

Financial Statements and Supplementary Data 42 Item 9 Changes in and Disagreements with Accountants on Accounting and Financial Disclosure 42 Item 9A

Controls and Procedures

Controls and Procedures 42 Item 9B Other Information 43 Item 9C Disclosure Regarding Foreign Jurisdictions that Prevent Inspections 43 PART III Item 10 Directors, Executives Officers and Corporate Governance 44 Item 11

Executive Compensation

Executive Compensation 44 Item 12

Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters

Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters 44 Item 13 Certain Relationship and Related Transactions and Director Independence 44 Item 14 Principal Accountant Fees and Services 44 PART IV Item 15 Exhibits, Financial Statement Schedules 45 Item 16 Form 10-K Summary 47 i

FORWARD LOOKING STATEMENTS

FORWARD LOOKING STATEMENTS This Annual Report on Form 10-K (herein, "Annual Report") and the documents included or incorporated by reference in this Annual Report contain statements concerning our expectations, beliefs, plans, objectives, goals, strategies, future events or performance and underlying assumptions and other statements that are not historical facts. These statements are "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. You generally can identify our forward-looking statements by the words "anticipate," "believe," "budgeted," "continue," "could," "estimate," "expect," "forecast," "goal," "intend," "may," "objective," "plan," "potential," "predict," "projection," "scheduled," "should," "will" or other similar words. These forward-looking statements include, among others, statements regarding: The Israel-Hamas war which began in October 2023 and its effect on our exploration program; The going concern qualification in our consolidated financial statements; Our ability to obtain new license areas to continue our exploration program; our liquidity and our ability to raise capital to finance our overall exploration and development activities within our license area; our ability to continue meeting the requisite continued listing requirements by OTCQB; interruptions, increased consolidated financial costs and other adverse impacts of the covid 19 coronavirus pandemic on the drilling and testing of our petroleum exploration program and our capital raising efforts; our ability to explore for and develop natural gas and oil resources successfully and economically within a license area; our ability to maintain the exploration license rights to continue our petroleum exploration program; the availability of equipment, such as seismic equipment, drilling rigs, and production equipment as well as access to qualified personnel; the impact of governmental regulations, permitting and other leg

BUSINESS

ITEM 1. BUSINESS Overview Zion Oil and Gas, Inc., a Delaware corporation, is an oil and gas exploration company with a history of 24 years of oil and gas exploration in Israel. We were incorporated in Florida on April 6, 2000 and reincorporated in Delaware on July 9, 2003. We completed our initial public offering in January 2007. Our common stock, par value $0.01 per share (the "Common Stock") currently trades on the OTCQB marketplace of OTC Markets, Inc. under the symbol "ZNOG" and our Common Stock warrant under the symbol "ZNOGW." The New Megiddo License 428 ("NML 428") was initially awarded on December 3, 2020 for a six-month term and was extended several times before expiring on February 1, 2023. Zion Oil & Gas, Inc. filed an amended application with the Israel Ministry of Energy for a new exploratory license on January 24, 2023 covering the same area as its License No. 428, which expired on February 1, 2023. However, its original application to replace License No. 428 was filed on May 11, 2022, and a revised application was filed on August 29, 2022. On September 14, 2023, the Israel Ministry of Energy approved a new Megiddo Valleys License 434 ("NMVL 434"), allowing for oil and gas exploration on approximately 75,000 acres or 302 square kilometers. This Exploration License 434 is valid for three years until September 13, 2026 with four potential 1-year extensions for a total of seven years until September 13, 2030. This NMVL 434 effectively supersedes our previous NML 428. We continue our exploration focus here based on our studies as it appears to possess the key geologic ingredients of an active petroleum system with significant exploration potential. As previously announced, Zion is deploying new technologies and stimulation methods for its planned re-entry into the MJ-01 well, with the objective of potentially unlocking hydrocarbon flows in several identified key zones. Zion has begun tendering service contractors and ancillary items required for eff

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View this 10-K filing on SEC EDGAR