New Concept Energy Sets Nov. 19 Shareholder Meeting for Director Election, Auditor Ratification
Ticker: GBR · Form: DEF 14A · Filed: 2025-10-24T00:00:00.000Z
Sentiment: neutral
Topics: Proxy Statement, Corporate Governance, Board of Directors, Shareholder Meeting, Auditor Ratification, Director Election, Executive Compensation
Related Tickers: GBR
TL;DR
**GBR's upcoming shareholder meeting is a rubber stamp for the current board and auditor, signaling business as usual for this microcap energy play.**
AI Summary
New Concept Energy, Inc. (GBR) is holding its Annual Meeting of Stockholders on November 19, 2025, in Dallas, Texas. The primary purposes of the meeting are the election of five directors to the Board and the ratification of Turner Stone & Company LLP as the independent registered public accounting firm. As of the record date, October 10, 2025, there were 5,131,934 shares of Common Stock and 559 shares of Series B Preferred Stock outstanding, with each share entitled to one vote. The Board of Directors recommends a vote FOR both proposals. The company's non-employee directors, including Dan Locklear, Cecelia Maynard, Richard W. Humphrey, and Robert C. Canham II, each received $10,500 in fees during fiscal year 2024, totaling $42,000. The Board met five times in 2024, and its Audit, Governance and Nominating, and Compensation Committees also held meetings, demonstrating active oversight. The company emphasizes corporate governance, with all committee members deemed independent under NYSE American standards.
Why It Matters
This DEF 14A filing outlines the critical governance decisions facing New Concept Energy, Inc. (GBR) shareholders, specifically the election of directors and the ratification of its auditor. For investors, these votes directly impact the company's strategic direction and financial oversight, influencing long-term value. The composition of the Board, particularly the independence of its members and the expertise of its Audit Committee, is crucial for maintaining investor confidence and ensuring robust corporate governance in a competitive energy market. Employees and customers benefit from a stable, well-governed company, while the broader market watches for adherence to SEC and NYSE American standards, especially for smaller energy players.
Risk Assessment
Risk Level: low — The risk level is low because this DEF 14A filing primarily concerns routine corporate governance matters: the election of five directors and the ratification of the independent auditor, Turner Stone & Company LLP. There are no indications of contentious proposals, significant changes in control, or unusual financial transactions that would introduce higher risk. The Board recommends a vote FOR both proposals, suggesting a smooth process.
Analyst Insight
Investors should review the qualifications of the director nominees and the auditor's history, but given the routine nature of the proposals and Board recommendations, a 'FOR' vote is likely the path of least resistance. Focus on GBR's operational performance and financial health, as this proxy statement offers no new material financial information.
Key Numbers
- 5,131,934 — Shares of Common Stock outstanding (As of October 10, 2025, for voting eligibility)
- 559 — Shares of Series B Preferred Stock outstanding (As of October 10, 2025, for voting eligibility)
- 5 — Number of directors to be elected (Board size for the upcoming term)
- $42,000 — Total non-employee director fees paid (For fiscal year 2024)
- $10,500 — Individual non-employee director fee (Received by Dan Locklear, Cecelia Maynard, Richard W. Humphrey, and Robert C. Canham II in 2024)
- 5 — Board meetings held (During fiscal 2024)
- 4 — Audit Committee meetings held (During fiscal 2024)
- 2 — Governance and Nominating Committee meetings held (During fiscal 2024)
- 2 — Compensation Committee meetings held (During fiscal 2024)
- 75% — Minimum meeting attendance for directors (Each director attended 75% or more of Board and Committee meetings in 2024)
Key Players & Entities
- New Concept Energy, Inc. (company) — Registrant
- Turner Stone & Company LLP (company) — Independent registered public accounting firm
- Gene S. Bertcher (person) — President and Director
- Richard W. Humphrey (person) — Director, Presiding Director, Audit Committee Chair
- Dan Locklear (person) — Director, Audit Committee member, 'audit committee financial expert'
- Cecelia Maynard (person) — Director, Governance and Nominating Committee Chair
- Robert C. Canham II (person) — Director, Compensation Committee Chair
- SEC (regulator) — Securities and Exchange Commission
- NYSE American (regulator) — Stock exchange listing standards
FAQ
When is New Concept Energy's (GBR) Annual Meeting of Stockholders?
New Concept Energy, Inc. (GBR) will hold its Annual Meeting of Stockholders on Wednesday, November 19, 2025, at 10:30 a.m., local Dallas, Texas time, at 1603 LBJ Freeway, Suite 800, Dallas, Texas 75234.
What are the main proposals for the New Concept Energy (GBR) Annual Meeting?
The main proposals for the New Concept Energy (GBR) Annual Meeting are the election of a Board of five directors to serve until the next Annual Meeting and the ratification of the selection of Turner Stone & Company LLP as the independent registered public accounting firm.
Who is eligible to vote at the New Concept Energy (GBR) Annual Meeting?
Record holders of Common Stock and Series B Preferred Stock of New Concept Energy (GBR) at the close of business on Friday, October 10, 2025, are eligible to vote at the Annual Meeting. On that date, 5,131,934 shares of Common Stock and 559 shares of Series B Preferred Stock were outstanding.
How much were New Concept Energy's (GBR) non-employee directors compensated in 2024?
During 2024, New Concept Energy (GBR) paid a total of $42,000 to its non-employee directors. Each of the four non-employee directors, Dan Locklear, Cecelia Maynard, Richard W. Humphrey, and Robert C. Canham II, received $10,500 in fees.
Who serves on New Concept Energy's (GBR) Audit Committee?
The Audit Committee of New Concept Energy (GBR) includes Richard W. Humphrey (Chair), Dan Locklear, and Cecelia Maynard. All members are independent, and Mr. Locklear is qualified as an 'audit committee financial expert' within SEC regulations.
How many times did New Concept Energy's (GBR) Board of Directors meet in fiscal 2024?
The Board of Directors of New Concept Energy, Inc. (GBR) met five times during fiscal 2024. Additionally, the independent directors met in executive session four times during the same period.
What is the quorum requirement for New Concept Energy's (GBR) Annual Meeting?
A quorum for New Concept Energy's (GBR) Annual Meeting requires the holders of a majority of the shares entitled to vote, either present in person or represented by proxy. As of October 10, 2025, this means at least 2,566,247 votes are needed to constitute a quorum.
How can New Concept Energy (GBR) stockholders communicate with the Board?
Stockholders and other interested parties can communicate directly with the presiding director or the non-management directors as a group by writing to Richard W. Humphrey, Director, at the company's principal executive offices: 1603 LBJ Freeway, Suite 800, Dallas, Texas 75234.
What is the role of the Presiding Director at New Concept Energy (GBR)?
The Presiding Director at New Concept Energy (GBR), currently Richard W. Humphrey, presides over periodic executive sessions of the Board without management, advises the Chairman and Committee chairs on agendas, and provides advice on selecting Committee chairs. This position was created on November 8, 2011.
Where can I find New Concept Energy's (GBR) corporate governance documents?
New Concept Energy (GBR) makes its Corporate Governance Guidelines, Audit Committee Charter, Compensation Committee Charter, and Governance and Nominating Committee Charter available free of charge on its Investor Relations website at www.newconceptenergy.com. Stockholders can also request copies in writing.
Industry Context
New Concept Energy, Inc. operates within the energy sector. The DEF 14A does not provide specific details on industry trends or competitive landscape, focusing primarily on corporate governance and meeting logistics.
Regulatory Implications
As a publicly traded company, New Concept Energy, Inc. is subject to SEC regulations, including the requirement to file proxy statements like the DEF 14A for annual meetings. Compliance with disclosure rules is critical for maintaining investor trust and market access.
What Investors Should Do
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Key Dates
- 2025-11-19: Annual Meeting of Stockholders — Key decisions on board composition and auditor ratification will be made.
- 2025-10-10: Record Date for Annual Meeting — Determined which stockholders are eligible to vote at the annual meeting.
Glossary
- DEF 14A
- A proxy statement filing required by the SEC for companies holding annual meetings of stockholders. (This document provides details about the annual meeting, director nominees, and proposals for shareholder votes.)
- Beneficial Ownership
- The power to vote or direct the voting of a security, or the power to dispose of or direct the disposition of a security. (Used to determine who has control over the company's shares, as detailed in the Security Ownership of Management section.)
- Series B Preferred Stock
- A class of preferred stock with specific rights and privileges, distinct from common stock. (This stock is outstanding and carries voting rights, as noted in the total shares outstanding.)
Year-Over-Year Comparison
This DEF 14A filing for the November 19, 2025 meeting does not contain comparative financial data from a previous filing. It focuses on the upcoming annual meeting's agenda, director nominations, auditor ratification, and details of director compensation for fiscal year 2024. Information regarding revenue, net income, or other financial performance metrics from prior periods is not present in this specific document.
Filing Stats: 4,642 words · 19 min read · ~15 pages · Grade level 14.1 · Accepted 2025-10-24 16:41:22
Key Financial Figures
- $2,500 — urrently receives an annual retainer of $2,500 plus a meeting fee of $2,000 plus reimb
- $2,000 — etainer of $2,500 plus a meeting fee of $2,000 plus reimbursement for expenses. The Co
- $42,000 — or service as a director. During 2024, $42,000 was paid to the nonemployee directors i
- $10,500 — eceived by directors were Dan Locklear ($10,500), Cecelia Maynard ($10,500), Richard W.
Filing Documents
- nc109250def14a.htm (DEF 14A) — 195KB
- 0001214659-25-015289.txt ( ) — 196KB
Security Ownership of Certain Beneficial
Security Ownership of Certain Beneficial Owners and Management
Security Ownership of Certain Beneficial Owners
Security Ownership of Certain Beneficial Owners The following table sets forth the ownership of the Company’s Common Stock, both beneficially and of record, both individually and in the aggregate, for those persons or entities known by the Company to be the beneficial owners of more than 5% of its outstanding Common Stock as of the close of business on October 10, 2025. 9 Name and Address of Beneficial Owner Amount and Nature of Beneficial Ownership * Approximate Percent of Class ** Realty Advisors, Inc. 1603 LBJ Freeway, Suite 800 Dallas, Texas 75234 400,000 shares 7.79%
Security Ownership of Management
Security Ownership of Management The following table sets forth the ownership of the Company’s Common Stock, both beneficially and of record, both individually and in the aggregate, for the directors and executive officers of the Company as of the close of business on October 10, 2025. Name and Address of Beneficial Owner Amount and Nature of Beneficial Ownership* Approximate Percent of Class* * Gene S. Bertcher - 0% Richard W. Humphrey - 0% Dan Locklear - 0% Cecelia Maynard - 0% Robert C. Canham II - 0% All directors and executive officers as a group (5 people) - 0% _____________________________ * “Beneficial Ownership” means the sole or shared power to vote, or to direct the voting of, a security or investment power with respect to a security, or any combination thereof per Rule 13d-3 under the Securities Exchange Act of 1934. ** Percentages are based upon 5,131,934 shares of Common Stock outstanding at October 10, 2025. 10 PROPOSAL 1 ELECTION OF DIRECTORS Five directors are to be elected at the Annual Meeting. Each director elected will hold office until the Annual Meeting following the fiscal year ending December 31, 2025. All of the nominees for director are now serving as directors. Each of the