Permianville Royalty Trust (PVL) — 10-K

Filed 2026-03-23 · Period ending 2025-12-31 · 53,915 words · SEC EDGAR

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# Permianville Royalty Trust (PVL) — 10-K

**Filed:** 2026-03-23
**Period ending:** 2025-12-31
**Accession:** 0001104659-26-033412
**Source:** [SEC EDGAR](https://www.sec.gov/Archives/edgar/data/1520048/000110465926033412/)
**Origin leaf:** b585ee78a5d7c57fc58aec437fa232e078dbabb7d49c80c48e8b7fcc70e9a6b8
**Words:** 53,915



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10-K
1
tm269527d1_10k.htm
FORM 10-K
** 
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION**
**Washington, D.C. 20549**
**FORM 10-K**
**(Mark One)**
| 
| | ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 | |
**For the fiscal year ended December 31,
2025**
**or**
| 
| | TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 | |
**For the transition period from to**
**Commission File Number 001-35333**
**PERMIANVILLE
ROYALTY****TRUST**
(Exact name of registrant as specified in its charter)
| 
Delaware | 
| 
45-6259461 | |
| 
(State or other jurisdiction of 
incorporation or organization) | 
| 
(I.R.S. Employer
Identification No.) | |
| 
| 
| 
| |
| 
The Bank of New York Mellon Trust Company, N.A., Trustee
601 Travis Street
16th Floor
Houston, Texas | 
| 
77002 | |
| 
(Address of principal executive offices) | 
| 
(Zip Code) | |
Registrants telephone number, including
area code: **(512) 236-6555**
**Securities registered pursuant to Section 12(b) of
the Act:**
| 
Title of each class | 
| 
Trading Symbol(s) | 
| 
Name of each exchange on which registered | |
| 
Units of Beneficial Interest | 
| 
PVL | 
| 
New York Stock Exchange | |
**Securities
registered pursuant to Section 12(g) of the Act:** None
Indicate
by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities
Act. Yes No 
Indicate
by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the
Act. Yes No 
Indicate
by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the
Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to
file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes No 
Indicate
by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405
of Regulation S-T (232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant
was required to submit such files). Yes No 
Indicate by check mark whether the registrant is a large accelerated
filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions
of large accelerated filer, accelerated filer, smaller reporting company, and emerging
growth company in Rule 12b-2 of the Exchange Act.
| 
| 
Large accelerated filer | 
| 
| 
Accelerated filer | 
| 
| |
| 
| 
Non-accelerated filer | 
| 
| 
Smaller reporting company | 
| 
| |
| 
| 
Emerging growth company | 
| 
| 
| 
| 
| |
If an emerging growth company, indicate by check mark if the registrant
has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant
to Section 13(a) of the Exchange Act. 
Indicate by check mark whether the registrant has filed a report on
and attestation to its managements assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of
the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report. 
If securities
are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant
included in the filing reflect the correction of an error to previously issued financial statements. 
Indicate
by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based
compensation received by any of the registrants executive officers during the relevant recovery period pursuant to
240.10D-1(b). 
Indicate
by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). Yes No 
The aggregate market value of the voting and non-voting common equity
held by non-affiliates (25,636,039 Units of Beneficial Interest) computed by reference to the price at which the common equity was last
sold, or the average bid and asked price of such common equity, as of the last business day of the registrants most recently completed
second fiscal quarter was $34,320,000.
As of March 23, 2026, 33,000,000 Units of Beneficial Interest
of the Trust were outstanding.
**Documents
Incorporated By Reference:****None**
**TABLE OF CONTENTS**
| 
Forward-Looking
Statements | 
ii | 
|
| 
Glossary
of Certain Oil and Natural Gas Terms | 
iv | 
|
| 
| |
| 
PART I | 
|
| 
Item
1. | 
Business | 
1 | 
|
| 
Item
1A. | 
Risk
Factors | 
19 | 
|
| 
Item
1B. | 
Unresolved
Staff Comments | 
39 | 
|
| 
Item
1C. | 
Cybersecurity | 
39 | 
|
| 
Item
2. | 
Properties | 
41 | 
|
| 
Item
3. | 
Legal
Proceedings | 
46 | 
|
| 
Item
4. | 
Mine
Safety Disclosures | 
46 | 
|
| 
| |
| 
PART II | 
|
| 
Item
5. | 
Market
for Registrants Common Equity, Related Unitholder Matters and Issuer Purchases of Equity Securities | 
47 | 
|
| 
Item
6. | 
[Reserved] | 
47 | 
|
| 
Item
7. | 
Trustees
Discussion and Analysis of Financial Condition and Results of Operations | 
48 | 
|
| 
Item
7A. | 
Quantitative
and Qualitative Disclosures About Market Risk | 
56 | 
|
| 
Item
8. | 
Financial
Statements and Supplementary Data | 
57 | 
|
| 
Item
9. | 
Changes
in and Disagreements with Accountants on Accounting and Financial Disclosure | 
69 | 
|
| 
Item
9A. | 
Controls
and Procedures | 
69 | 
|
| 
Item
9B. | 
Other
Information | 
69 | 
|
| 
Item
9C. | 
Disclosures
Regarding Foreign Jurisdictions that Prevent Inspections | 
69 | 
|
| 
| |
| 
PART III | 
|
| 
Item
10. | 
Directors,
Executive Officers and Corporate Governance | 
70 | 
|
| 
Item
11. | 
Executive
Compensation | 
70 | 
|
| 
Item
12. | 
Security
Ownership of Certain Beneficial Owners and Management and Related Unitholder Matters | 
70 | 
|
| 
Item
13. | 
Certain
Relationships and Related Transactions, and Director Independence | 
71 | 
|
| 
Item
14. | 
Principal
Accountant Fees and Services | 
72 | 
|
| 
| |
| 
PART IV | 
|
| 
Item
15. | 
Exhibit and
Financial Statement Schedules | 
73 | 
|
| 
Item
16. | 
Form 10-K
Summary | 
74 | 
|
| 
SIGNATURES | 
75 | 
|
i 
**FORWARD-LOOKING STATEMENTS**
This Annual Report on Form 10-K (this Form 10-K)
includes forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and
Section 21E of the Securities Exchange Act of 1934, as amended. All statements other than statements of historical fact included
in this Form 10-K, including without limitation the statements under Trustees Discussion and Analysis of Financial
Condition and Results of Operations in Part II, Item 7 of this Form 10-K and Risk Factors in Part I, Item
1A of this Form 10-K regarding the financial position, business strategy, production and reserve growth, expected capital expenditures,
potential asset sales, and other plans and objectives for the future operations of COERT Holdings 1 LLC (COERT or the Sponsor),
future matters relating to Permianville Royalty Trust (the Trust), and expectations regarding future activity in the oil
and gas industry are forward-looking statements. Such statements may be influenced by factors that could cause actual outcomes and results
to differ materially from those projected. Such expectations may not prove to have been correct. When used in this document, the words
will, plans, believes, expects, anticipates, intends
or similar expressions are intended to identify such forward-looking statements.
The following important factors, in addition to
those discussed elsewhere in this Form 10-K, could affect the future results of the energy industry in general, and the Sponsor and
the Trust in particular, and could cause actual results to differ materially from those expressed in such forward-looking statements:
| 
| | risks associated with the drilling and operation of oil and natural gas wells; | |
| 
| | the amount of future direct operating expenses and development expenses; | |
| 
| | the occurrence or threat of epidemic or pandemic diseases or other public
health events or any government response to such occurrence or threat; | |
| 
| | the impact of geopolitical developments and tensions, war and uncertainty
involving or in the geographical region of oil producing countries (including the ongoing wars in Ukraine and the Persian Gulf, and any
related political or economic responses and counter-responses or otherwise by various global actors or the general effect on the global
economy); | |
| 
| | global economic conditions, such as a general slowdown in the global economy,
the impact of new or additional trade barriers and tariffs, supply chain disruptions, inflationary pressures, currency fluctuations, changes
in interest rates, and instability of financial institutions; | |
| 
| | the effects of actions by, or disputes among or between members of the Organization
of Petroleum Exporting Countries (OPEC) and other oil-exporting nations with respect to production levels or other matters
related to the prices of oil and natural gas; | |
| 
| | the effect of existing and future laws and regulatory actions; | |
| 
| | the effect of changes in commodity prices or alternative fuel prices; | |
| 
| | the prohibition on the Trusts entry into any new hedging arrangements
under the terms of the Conveyance; | |
| 
| | conditions in the capital markets; | |
| 
| | competition from others in the energy industry; | |
| 
| | uncertainty of estimates of oil and natural gas reserves and production; | |
ii 
| 
| | the occurrence of security incidents, including breaches of security, or
other attack, destruction, alteration, corruption, or unauthorized access to the information technology systems of the Sponsor or the
Trustee or destruction, loss, alteration, corruption, or misuse or unauthorized disclosure of or access to data; | |
| 
| | potential impacts on the Sponsors business resulting from climate
change, greenhouse gas regulations, and the impact of climate change related changes in the frequency and severity of weather patterns;
and | |
| 
| | other risks described under the caption Risk Factors in Part I, Item
1A of this Form 10-K. | |
Trust unitholders should not place undue reliance
on these forward-looking statements. All forward-looking statements speak only as of the date of this Form 10-K. The Trust does not
undertake any obligation to release publicly any revisions to the forward-looking statements to reflect events or circumstances after
the date of this Form 10-K or to reflect the occurrence of unanticipated events, unless the securities laws require the Trust to
do so.
This Form 10-K describes other important factors
that could cause actual results to differ materially from expectations of the Sponsor and the Trust, including under the caption Risk
Factors in Part I, Item 1A of this Form 10-K. All subsequent written and oral forward-looking statements attributable
to the Sponsor or the Trust or persons acting on behalf of the Sponsor or the Trust are expressly qualified in their entirety by such
factors. The Trust assumes no obligation, and disclaims any duty, to update these forward-looking statements.
iii 
**GLOSSARY OF CERTAIN OIL AND NATURAL GAS TERMS**
In this Form 10-K the following terms have the meanings specified
below.
*Bbl*One barrel of 42 U.S. gallons liquid volume, used
herein in reference to crude oil and other liquid hydrocarbons.
*Boe*One barrel of oil equivalent, computed on an approximate
energy equivalent basis that one Bbl of crude oil equals approximately six Mcf of natural gas.
*Btu*A British Thermal Unit, a common unit of energy measurement.
*Completion*The installation of permanent equipment for
the production of oil or natural gas, or in the case of a dry hole, the reporting of abandonment to the appropriate agency.
*Development Well*A well drilled into a proved oil or natural
gas reservoir to the depth of a stratigraphic horizon known to be productive.
*Differential*The difference between a benchmark price
of oil and natural gas, such as the NYMEX crude oil spot, and the wellhead price received.
*Estimated future net revenues*Also referred to as estimated
future net cash flows. The result of applying current prices of oil and natural gas to estimated future production from oil and
natural gas proved reserves, reduced by estimated future expenditures, based on current costs to be incurred, in developing and producing
the proved reserves, excluding overhead.
*Farm-in or farm-out agreement*An agreement under which
the owner of a working interest in an oil or natural gas lease typically assigns the working interest or a portion of the working interest
to another party who desires to drill on the leased acreage. Generally, the assignee is required to drill one or more wells in order to
earn its interest in the acreage. The assignor usually retains a royalty or reversionary interest in the lease. The interest received
by an assignee is a farm-in while the interest transferred by the assignor is a farm-out.
*Field*An area consisting of either a single reservoir
or multiple reservoirs, all grouped on or related to the same individual geological structural feature and/or stratigraphic condition.
*GAAP*Accounting principles generally accepted in the United
States of America.
*Gross acres or gross wells*The total acres or wells, as
the case may be, in which a working interest is owned.
*MBbl*One thousand barrels of crude oil or condensate.
*MBoe*One thousand barrels of oil equivalent.
*Mcf*One thousand cubic feet of natural gas.
*MMBoe*One million barrels of oil equivalent.
*MMBtu*One million British Thermal Units.
*MMcf*One million cubic feet of natural gas.
*Net acres or net wells*The sum of the fractional working
interests owned in gross acres or wells, as the case may be.
iv 
*Net profits interest*A nonoperating interest that creates
a share in gross production from an operating or working interest in oil and natural gas properties. The share is measured by net profits
from the sale of production after deducting costs associated with that production.
*Net revenue interest*An interest in all oil and natural
gas produced and saved from, or attributable to, a particular property, net of all royalties, overriding royalties, Net Profits Interests,
carried interests, reversionary interests and any other burdens to which the interest is subject.
*Plugging and abandonment*Activities to remove production
equipment and seal off a well at the end of a wells economic life.
*Proved developed reserves*Reserves that can be expected
to be recovered through existing wells with existing equipment and operating methods.
*Proved reserves*Under SEC rules, proved reserves are defined
as:
Those quantities of oil and gas, which, by analysis of geoscience and
engineering data, can be estimated with reasonable certainty to be economically producible from a given date forward, from known reservoirs,
and under existing economic conditions, operating methods, and government regulations prior to the time at which contracts providing the
right to operate expire, unless evidence indicates that renewal is reasonably certain, regardless of whether deterministic or probabilistic
methods are used for the estimation. The project to extract the hydrocarbons must have commenced or the operator must be reasonably certain
that it will commence the project within a reasonable time. The area of the reservoir considered as proved includes (i) the area
identified by drilling and limited by fluid contacts, if any, and (ii) adjacent undrilled portions of the reservoir that can, with
reasonable certainty, be judged to be continuous with it and to contain economically producible oil or gas on the basis of available geoscience
and engineering data. In the absence of data on fluid contacts, proved quantities in a reservoir are limited by the lowest known hydrocarbons,
LKH, as seen in a well penetration unless geoscience, engineering, or performance data and reliable technology establishes a lower contact
with reasonable certainty. Where direct observation from well penetrations has defined a highest known oil, HKO, elevation and the potential
exists for an associated gas cap, proved oil reserves may be assigned in the structurally higher portions of the reservoir only if geoscience,
engineering, or performance data and reliable technology establish the higher contact with reasonable certainty. Reserves which can be
produced economically through application of improved recovery techniques (including, but not limited to, fluid injection) are included
in the proved classification when (i) successful testing by a pilot project in an area of the reservoir with properties no more favorable
than in the reservoir as a whole, the operation of an installed program in the reservoir or an analogous reservoir, or other evidence
using reliable technology establishes the reasonable certainty of the engineering analysis on which the project or program was based;
and (ii) the project has been approved for development by all necessary parties and entities, including governmental entities. Existing
economic conditions include prices and costs at which economic producibility from a reservoir is to be determined. The price shall be
the average price during the 12-month period prior to the ending date of the period covered by the report, determined as an unweighted
arithmetic average of the first-day-of-the-month price for each month within such period, unless prices are defined by contractual arrangements,
excluding escalations based upon future conditions.
*Proved undeveloped reserves*Proved reserves that are expected
to be recovered from new wells on undrilled acreage, or from existing wells where a relatively major expenditure is required for recompletion.
*PV-10* A non-GAAP financial measure of the present value
of estimated future net revenues to be generated from the production of proved reserves, net of estimated future production and development
costs, using prices and costs as of the date of estimation without future escalation, without giving effect to income taxes, discounted
at 10% per annum.
*Recompletion*The completion for production of an existing
wellbore in another formation from which that well has been previously completed.
v 
*Reservoir*A porous and permeable underground formation
containing a natural accumulation of producible oil or natural gas that is confined by impermeable rock or water barriers and is individual
and separate from other reservoirs.
*Working interest*The right granted to the lessee of a
property to explore for and to produce and own oil, natural gas, or other minerals. The working interest owners bear the exploration,
development, and operating costs on either a cash, penalty, or carried basis.
*Workover*Operations on a producing well to restore or
increase production.
vi 
**PART I**
| 
Item 1. | Business. | |
Permianville Royalty Trust (the Trust),
previously known as Enduro Royalty Trust, is a Delaware statutory trust formed in May 2011 pursuant to a trust agreement (as amended
and restated, and as further amended, the Trust Agreement) among Enduro Resource Partners LLC (Enduro), as
trustor, The Bank of New York Mellon Trust Company, N.A. (the Trustee), as trustee, and Wilmington Trust Company (the Delaware
Trustee), as Delaware Trustee.
The Trust was created to acquire and hold for the
benefit of the Trust unitholders a net profits interest representing the right to receive 80% of the net profits from the sale of oil
and natural gas production from certain properties in the states of Texas, Louisiana and New Mexico held by Enduro as of the date of the
conveyance of the net profits interest to the Trust (the Net Profits Interest). The properties in which the Trust holds
the Net Profits Interest are referred to as the Underlying Properties.
In connection with the closing of the initial public
offering of units of beneficial interest in the Trust (Trust Units) in November 2011, Enduro Operating LLC, a Texas
limited liability company and a wholly owned subsidiary of Enduro (Enduro Operating), and Enduro Texas LLC, a Texas limited
liability company and a wholly owned subsidiary of Enduro (Enduro Texas), merged, with each entity surviving the merger.
By virtue of the merger, Enduro Texas retained all rights, title and interest to the Net Profits Interest. Enduro Operating and Enduro
Texas entered into a Conveyance of Net Profits Interest, dated effective as of July 1, 2011 (as supplemented and amended to date,
the Conveyance), to effect the transfer of the Net Profits Interest from Enduro Operating to Enduro Texas.
On November 8, 2011, Enduro Texas merged with
and into the Trust (the Trust Merger) pursuant to an Agreement and Plan of Merger dated November 3, 2011 (the Trust
Merger Agreement). Under the terms of the Trust Merger Agreement, the Trust continued as the surviving entity, and the limited
liability company interest in Enduro Texas held by Enduro prior to the effective time of the Trust Merger converted into the right to
receive 33,000,000 Trust Units. Further, by virtue of the Trust Merger, the Trust retained all right, title and interest to the Net Profits
Interest (including the right to enforce the Conveyance against Enduro Operating, as grantor). On November 8, 2011, the Trust, Enduro
Operating and Enduro Texas entered into a Supplement to Conveyance of Net Profits Interest to acknowledge that The Bank of New York Mellon
Trust Company, N.A., as Trustee, is deemed the grantee under the Conveyance and a party thereto.
Immediately following the Trust Merger, Enduro
completed an initial public offering of 13,200,000 Trust Units at a price to the public of $22 per unit.
In October 2013, Enduro completed a secondary
offering of 11,200,000 Trust Units at a price to the public of $13.85 per unit. The Trust did not sell any Trust Units in the offering
and did not receive any proceeds from the offering. After the completion of the secondary offering, Enduro owned 8,600,000 Trust Units,
or 26% of the issued and outstanding Trust Units.
At a special meeting of Trust unitholders held
on August 30, 2017, unitholders approved several proposals, including amendments to the Trust Agreement and Conveyance. In September 2017,
Enduro, the Trustee and the Delaware Trustee entered into the First Amendment to Amended and Restated Trust Agreement, which amended certain
provisions of the Trust Agreement to, among other things, allow Enduro to sell interests in the Underlying Properties free and clear of
the Net Profits Interest with the approval of Trust unitholders holding at least 50% of the then outstanding units of the Trust at a meeting
held in accordance with the requirements of the Trust Agreement. This amendment reduced the required threshold for approval of such sales
from holders of 75% to holders of 50% of the outstanding Trust Units. To effect the same changes as those included in the amended Trust
Agreement, Enduro, the Trustee and the Delaware Trustee also entered into the First Amendment to Conveyance of Net Profits Interest. As
a result of the Trust unitholders approving amendments to the Trust Agreement and Conveyance and the approval of the divestiture of certain
properties in the Permian Basin, Enduro and the Trustee entered into the Partial Release, Reconveyance and Termination Agreement (the
Partial Release). Pursuant to the terms of the Partial Release, the Trustee, on behalf of the Trust, reconveyed, terminated
and released to Enduro the Net Profits Interest with respect to certain of the Underlying Properties sold pursuant to eight letter agreements
or purchase and sale agreements, as applicable, entered into between Enduro and eight separate counterparties.
1 
On August 31, 2018, COERT Holdings 1 LLC (COERT
or the Sponsor) acquired the Underlying Properties and all of the outstanding Trust Units owned by Enduro (the Sale
Transaction). In connection with the Sale Transaction, COERT assumed all of Enduros obligations under the Trust Agreement
and other instruments to which Enduro and the Trustee were parties. COERT is a Delaware limited liability company engaged in the production
and development of oil and natural gas from properties located in the Rockies, the Permian Basin of west Texas and southeastern New Mexico,
and the Arklatex region of Texas and Louisiana.
On May 3, 2023, the Sponsor notified the Trustee
that the Sponsor had entered into an agreement to divest certain acreage and associated production in the Permian Basin (the 2023
Divestiture Properties) that constituted part of the Underlying Properties and were therefore burdened by the Trusts Net
Profits Interest, for a total purchase price of approximately $6.7 million. On July 19, 2023, at a special meeting of Trust
unitholders, the unitholders approved the foregoing transaction and the release of the Trusts Net Profits Interest in the 2023
Divestiture Properties. On August 9, 2023, the Sponsor completed the sale of the 2023 Divestiture Properties, and the Trustee, on
behalf of the Trust, reconveyed, terminated and released to the Sponsor the Net Profits Interest with respect to the 2023 Divestiture
Properties.
The Net Profits Interest is passive in nature and
neither the Trust nor the Trustee has any management control over or responsibility for costs relating to the operation of the Underlying
Properties. The Net Profits Interest entitles the Trust to receive 80% of the net profits from the sale of oil and natural gas production
from the Underlying Properties during the term of the Trust. The Trust Agreement provides that the Trusts business activities are
limited to owning the Net Profits Interest and any activity reasonably related to such ownership, including activities required or permitted
by the terms of the Conveyance. As a result, the Trust is not permitted to acquire other oil and natural gas properties or net profits
interests or otherwise to engage in activities beyond those necessary for the conservation and protection of the Net Profits Interest.
The Trust has no employees. Administrative functions
are performed by the Trustee pursuant to the Trust Agreement. The Trustee has no authority over or responsibility for, and no involvement
with, any aspect of the oil and gas operations or other activities on the Underlying Properties. The duties of the Trustee are specified
in the Trust Agreement and by the laws of the state of Delaware, except as modified by the Trust Agreement. The Trustees principal
duties consist of:
| 
| | collecting cash attributable to the Net Profits Interest; | |
| 
| | paying expenses, charges and obligations of the Trust from the Trusts
assets; | |
| 
| | distributing distributable cash to the Trust unitholders; | |
| 
| | causing to be prepared and distributed a tax information report for each
Trust unitholder and preparing and filing tax returns on behalf of the Trust; | |
| 
| | causing to be prepared and filed reports required to be filed under the Securities
Exchange Act of 1934, as amended (the Exchange Act), and by the rules of any securities exchange or quotation system
on which the Trust Units are listed or admitted to trading; | |
| 
| | causing to be prepared and filed a reserve report by or for the Trust by
independent reserve engineers as of December 31 of each year in accordance with criteria established by the Securities and Exchange
Commission (the SEC); | |
| 
| | establishing, evaluating and maintaining a system of internal control over
financial reporting in compliance with the requirements of the Sarbanes-Oxley Act of 2002; | |
| 
| | enforcing the Trusts rights under certain agreements; and | |
2 
| 
| | taking any action it deems necessary or advisable to best achieve the purposes
of the Trust. | |
In connection with the formation of the Trust,
the Trust entered into several agreements with Enduro that imposed obligations upon Enduro, including the Conveyance and a Registration
Rights Agreement, which COERT assumed in connection with the Sale Transaction. The Trustee has the power and authority under the Trust
Agreement to enforce these agreements on behalf of the Trust. Additionally, the Trustee may from time to time supplement or amend the
Conveyance and the Registration Rights Agreement without the approval of Trust unitholders in order to cure any ambiguity, to correct
or supplement any defective or inconsistent provisions, to grant any benefit to all of the Trust unitholders, to comply with changes in
applicable law or to change the name of the Trust. Such supplement or amendment, however, may not materially adversely affect the interests
of the Trust unitholders.
The Trustee may create a cash reserve to pay for
future liabilities of the Trust. In addition, the Trustee may authorize the Trust to borrow money to pay administrative or incidental
expenses of the Trust that exceed its cash on hand and available reserves. The Trustee may authorize the Trust to borrow from any person,
including the Trustee, the Delaware Trustee or an affiliate thereof, although none of the Trustee, the Delaware Trustee nor any affiliate
thereof intends to lend funds to the Trust. The Trustee also may cause the Trust to mortgage its assets to secure payment of the indebtedness.
The terms of such indebtedness and security interest, if the Trustee, Delaware Trustee or an affiliate thereof were to loan funds, would
be similar to the terms that such entity would grant to a similarly situated commercial customer with whom it did not have a fiduciary
relationship. Under the terms of the Trust Agreement, COERT has provided the Trust with a $1.2 million letter of credit to be used by
the Trust if the Trusts cash on hand (including available cash reserves) is not sufficient to pay ordinary course administrative
expenses. If the Trust requires more than the $1.2 million under the letter of credit to pay administrative expenses, COERT has agreed
to loan funds to the Trust necessary to pay such expenses. If the Trust borrows funds or draws on the letter of credit, no further distributions
will be made to Trust unitholders until such amounts borrowed or drawn are repaid.
In November 2021, the Trustee notified COERT
of the Trustees intent to build a cash reserve for the payment of future known, anticipated or contingent expenses or liabilities
of the Trust. From February 2022 through March 2023, the Trustee withheld $37,833, and commencing with the distribution to Trust
unitholders paid in April 2023 has been withholding, and in the future intends to withhold, $50,000, from the funds otherwise available
for distribution each month to gradually build a cash reserve of approximately $2.3 million. The Trustee may increase or decrease the
targeted cash reserve amount at any time, and may increase or decrease the rate at which it is withholding funds to build the cash reserve
at any time, without advance notice to the Trust unitholders. Cash held in reserve will be invested as required by the Trust Agreement.
Any cash reserved in excess of the amount necessary to pay or provide for the payment of future known, anticipated or contingent expenses
or liabilities eventually will be distributed to Trust unitholders, together with interest earned on the funds. As of December 31,
2025, this cash reserve totaled $1,441,386.
Each month, after paying Trust obligations and
expenses, the Trustee distributes to the Trust unitholders any remaining proceeds received from the Net Profits Interest. The cash held
by the Trustee as a reserve against future liabilities or for distribution at the next distribution date may be held in a noninterest-bearing
account or may be invested in:
| 
| | interest-bearing obligations of the United States government; | |
| 
| | money market funds that invest only in United States government securities; | |
| 
| | repurchase agreements secured by interest-bearing obligations of the United
States government; or | |
| 
| | bank certificates of deposit. | |
The Trust is not subject to
any pre-set termination provisions based on a maximum volume of oil or natural gas to be produced or the passage of time. The Trust will
dissolve upon the earliest to occur of the following:
| 
| | the Trust, upon approval of the holders of at least 75% of the outstanding
Trust Units, sells the Net Profits Interest; | |
3 
| 
| | the annual cash proceeds received by the Trust attributable to the Net Profits
Interest are less than $2 million for each of any two consecutive years; | |
| 
| | the holders of at least 75% of the outstanding Trust Units vote in favor
of dissolution; or | |
| 
| | the Trust is judicially dissolved. | |
Upon dissolution of the Trust,
the Trustee would sell all of the Trusts assets, either by private sale or public auction, and, after payment or the making of
reasonable provision for payment of all liabilities of the Trust, distribute the net proceeds of the sale to the Trust unitholders.
**Marketing and Post-Production Services**
Pursuant to the terms of the Conveyance, the Sponsor
has the responsibility to market, or cause to be marketed, the oil and natural gas production attributable to the Net Profits Interest
in the Underlying Properties. The terms of the Conveyance restrict the Sponsor from charging any fee for marketing production attributable
to the Net Profits Interest other than fees for marketing paid to non-affiliates. Accordingly, a marketing fee is not deducted (other
than fees paid to non-affiliates) in the calculation of the Net Profits Interests share of net profits. The net profits to the
Trust from the sales of oil and natural gas production from the Underlying Properties attributable to the Net Profits Interest is determined
based on the same price that the Sponsor receives for sales of oil and natural gas production attributable to the Sponsors interest
in the Underlying Properties. However, if the oil or natural gas is processed, the net profits receive the same processing upgrade or
downgrade that the Sponsor receives.
The operators of the Underlying Properties sell
the oil produced from the Underlying Properties to third-party crude oil purchasers. Oil production from the Underlying Properties is
typically transported by truck from the field to the closest gathering facility or refinery. The operators sell the majority of the oil
production from the Underlying Properties under contracts using market sensitive pricing. The price received by the operators for the
oil production from the Underlying Properties is usually based on a regional price applied to equal daily quantities in the month of delivery
that is then reduced for differentials based upon delivery location and oil quality. Natural gas produced by the operators is marketed
and sold to third-party purchasers. The natural gas is sold pursuant to contracts with such third parties, and the sales contracts are
in their secondary terms and are on a month-to-month basis. The contract prices are based on a published regional index price, after adjustments
for Btu content, transportation and related charges.
The following purchasers individually accounted
for ten percent or more of sales from the Underlying Properties that were included in calculating the Trusts Income from
net profits interest for the periods presented. The table provides the percentage represented by each of these purchasers during
the periods presented:
| 
| | 
Year Ended December 31, | | |
| 
| | 
2025 | | | 
2024 | | |
| 
Pioneer Natural Resources USA | | 
| 19 | % | | 
| 23 | % | |
| 
Phillips 66 | | 
| 18 | % | | 
| 18 | % | |
| 
BPX Operating Company | | 
| 14 | % | | 
| 2 | % | |
**Competition and Markets**
The oil and natural gas industry is highly competitive.
The Sponsor competes with major oil and natural gas companies and independent oil and natural gas companies for oil and natural gas, equipment,
personnel and markets for the sale of oil and natural gas. Many of these competitors are financially stronger than the Sponsor, but even
financially troubled competitors can affect the market because of their need to sell oil and natural gas at any price to attempt to maintain
cash flow. Because the Sponsor and the third-party operators of the Underlying Properties are subject to competitive conditions in the
oil and natural gas industry, the Trusts Net Profits Interest is indirectly subject to those same competitive conditions.
4 
Oil and natural gas compete with other forms of
energy available to customers, primarily based on price. These alternate forms of energy include electricity, coal and fuel oils. Changes
in the availability or price of oil, natural gas or other forms of energy, as well as business conditions, conservation, legislation,
regulations and the ability to convert to alternate fuels and other forms of energy may affect the demand for oil and natural gas.
Future prices for oil and natural gas will directly
impact Trust distributions, estimates of reserves attributable to the Trusts interests and estimated and actual future net revenues
to the Trust. In view of the many uncertainties that affect the supply and demand for oil and natural gas, neither the Trust nor the Sponsor
can make reliable predictions of future oil and natural gas supply and demand or future product prices. Nevertheless, lower product prices
generally will result in lower distributions, lower estimates of reserves attributable to the Trusts interests and lower estimated
and actual future net revenues to the Trust.
All the Trusts assets
are located in the United States. The operators of the Underlying Properties sell the oil and natural gas produced from the Underlying
Properties to third-party purchasers in the United States. Demand for natural gas generally is higher in the winter months, but otherwise
seasonal factors do not affect the Trust.
**Description of Trust Units**
Each Trust Unit is a unit of beneficial interest
in the Trust and is entitled to receive cash distributions from the Trust on a pro rata basis. Each Trust unitholder has the same rights
regarding his or her Trust Units as every other Trust unitholder has regarding his or her units. The Trust Units are in book-entry form
only and are not represented by certificates. The Trust had 33,000,000 Trust Units outstanding as of March 23, 2026.
**Distributions and Income Computations**
Each month, the Trustee determines the amount of
funds available for distribution to the Trust unitholders. Available funds are the excess cash, if any, received by the Trust from the
Net Profits Interest and other sources (such as interest earned on any amounts reserved by the Trustee) that month, over the Trusts
liabilities for that month. Available funds are reduced by any cash the Trustee decides to hold as a reserve against future liabilities.
The holders of Trust Units as of the applicable record date (generally the last business day of each calendar month) are entitled to monthly
distributions payable on or before the 10th business day after the record date. If the net profits for any computation period is a negative
amount, the Trust will receive no payment for that period, and any such negative amount plus accrued interest will be deducted from gross
profits in the following computation period for purposes of determining the net profits for that following computation period.
Unless otherwise advised by counsel or the Internal
Revenue Service (IRS), the Trustee will treat the income and expenses of the Trust for each month as belonging to the Trust
unitholders of record on the monthly record date. Trust unitholders generally will recognize income and expenses for tax purposes in the
month the Trust receives or pays those amounts, rather than in the month the Trust distributes the cash to which such income or expenses
(as applicable) relate. Minor variances may occur. For example, the Trustee could establish a reserve in one month that would not result
in a tax deduction until a later month.
**Transfer of Trust Units**
Trust unitholders may transfer their Trust Units
in accordance with the Trust Agreement. The Trustee will not require either the transferor or transferee to pay a service charge for any
transfer of a Trust Unit. The Trustee may require payment of any tax or other governmental charge imposed for a transfer. The Trustee
may treat the owner of any Trust Unit as shown by its records as the owner of the Trust Unit. The Trustee will not be considered to know
about any claim or demand on a Trust Unit by any party except the record owner. A person who acquires a Trust Unit after any monthly record
date will not be entitled to the distribution relating to that monthly record date. Delaware law and the Trust Agreement govern all matters
affecting the title, ownership or transfer of Trust Units.
5 
**Periodic Reports**
The Trustee files all required Trust federal and
state income tax and information returns. The Trustee prepares and mails to Trust unitholders annual reports that Trust unitholders need
to correctly report their share of the income and deductions of the Trust. The Trustee also causes to be prepared and filed reports that
are required to be filed under the Exchange Act and by the rules of any securities exchange or quotation system on which the Trust
Units are listed or admitted to trading, and also causes the Trust to comply with the provisions of the Sarbanes-Oxley Act of 2002, including
but not limited to, establishing, evaluating and maintaining a system of internal control over financial reporting in compliance with
the requirements of Section 404 thereof.
Each Trust unitholder and his or her representatives
may examine, for any proper purpose, during reasonable business hours, the records of the Trust and the Trustee, subject to such restrictions
as are set forth in the Trust Agreement.
**Liability of Trust Unitholders**
Under the Delaware Statutory Trust Act, Trust unitholders
are entitled to the same limitation of personal liability extended to stockholders of private corporations for profit under the General
Corporation Law of the State of Delaware. The courts in jurisdictions outside of Delaware, however, might not give effect to such limitation.
**Voting Rights of Trust Unitholders**
The Trustee or Trust unitholders owning at least
10% of the outstanding Trust Units may call meetings of Trust unitholders. The Trust is responsible for all costs associated with calling
a meeting of Trust unitholders, unless such meeting is called by Trust unitholders, in which case the Trust unitholders who called the
meeting are responsible for all such costs. Meetings must be held in such location as the Trustee designates in the notice of such meeting.
The Trustee must send notice of the time and place of the meeting and the matters to be acted upon to all of the Trust unitholders at
least 20 days and not more than 60 days before the meeting. Trust unitholders representing a majority of Trust Units outstanding
must be present or represented by proxy to have a quorum. Each Trust unitholder is entitled to one vote for each Trust Unit owned. Abstentions
and broker non-votes will not be deemed to be a vote cast.
Unless the Trust Agreement otherwise requires,
a matter may be approved or disapproved by the affirmative vote of a majority of the Trust Units present in person or by proxy at a meeting
where there is a quorum. This is true even if holders of a majority of the total Trust Units did not approve it. The affirmative vote
of the holders of at least 75% of the outstanding Trust Units is required to:
| 
| | dissolve the Trust; | |
| 
| | amend the Trust Agreement (except with respect to certain matters that do
not adversely affect the rights of Trust unitholders in any material respect); or | |
| 
| | approve the sale of all the assets of the Trust (including the sale of the
Net Profits Interest). | |
In September 2017, following a special meeting
of Trust unitholders at which unitholders approved amendments to the Trust Agreement, Enduro, the Trustee and the Delaware Trustee entered
into the First Amendment to Amended and Restated Trust Agreement, which amended certain provisions of the Trust Agreement to, among other
things, allow Enduro (and, therefore, following the Sale Transaction, the Sponsor) to sell interests in the Underlying Properties free
and clear of the Net Profits Interest with the approval of Trust unitholders holding at least 50% of the then outstanding units of the
Trust at a meeting held in accordance with the requirements of the Trust Agreement. This amendment reduced the required threshold for
approval of such sales from holders of 75% to holders of 50% of the outstanding Trust Units.
In addition, the Trustee may make certain amendments
to the Trust Agreement without approval of the Trust unitholders.
6 
**Computation of Net Profits**
The provisions of the Conveyance governing the
computation of the net profits are detailed and extensive. The following information summarizes the material provisions of the Conveyance
related to the computation of the net profits, but is qualified in its entirety by the text of the Conveyance, which is incorporated by
reference as an exhibit to this Form 10-K.
**Net Profits Interest**
The amounts paid to the Trust with respect to the
Net Profits Interest are based on, among other things, the definitions of gross profits and net profits contained
in the Conveyance and described below. Under the Conveyance, net profits are computed monthly, and 80% of the aggregate net profits attributable
to the sale of oil and natural gas production from the Underlying Properties for each calendar month will be paid to the Trust on or before
the end of the following month. The Sponsor will not pay to the Trust any interest on the net profits held by the Sponsor prior to payment
to the Trust, provided that such payments are timely made.
*Gross profits* means the aggregate
amount received by the Sponsor from and after July 1, 2011 from sales of oil and natural gas produced from the Underlying Properties
that are not attributable to a production month that occurs prior to June 1, 2011 (after deducting the appropriate share of all royalties
and any overriding royalties, production payments and other similar charges (in each case, in existence as of June 1, 2011) and other
than certain excluded proceeds, as described in the Conveyance), including all proceeds and consideration received (i) directly or
indirectly, for advance payments, (ii) directly or indirectly, under take-or-pay and similar provisions of production sales contracts
(when credited against the price for delivery of production) and (iii) under balancing arrangements. Gross profits do not include
consideration for the transfer or sale of any Underlying Property by the Sponsor or any subsequent owner to any new owner, unless the
Net Profits Interest is released (as is permitted under certain circumstances). Gross profits also do not include any amount for oil or
natural gas lost in production or marketing or used by the owner of the Underlying Properties in drilling, production and plant operations.
*Net profits* means, as more
fully set forth in the Conveyance, gross profits less the following costs, expenses and, where applicable, losses, liabilities and damages
all as actually incurred by the Sponsor and attributable to the Underlying Properties on or after July 1, 2011 but that are not attributable
to a production month that occurs prior to July 1, 2011 (as such items are reduced by any offset amounts, as described in the Conveyance):
| 
| | with the exception of certain costs and expenses related to 20 wells located
in the Haynesville Shale identified in the Conveyance, all costs for (i) drilling, development, production and abandonment operations,
(ii) all direct labor and other services necessary for drilling, operating, producing and maintaining the Underlying Properties and
workovers of any wells located on the Underlying Properties, (iii) treatment, dehydration, compression, separation and transportation,
(iv) all materials purchased for use on, or in connection with, any of the Underlying Properties and (v) any other operations
with respect to the exploration, development or operation of hydrocarbons from the Underlying Properties; | |
| 
| | all losses, costs, expenses, liabilities and damages with respect to the
operation or maintenance of the Underlying Properties for (i) defending, prosecuting, handling, investigating or settling litigation,
administrative proceedings, claims, damages, judgments, fines, penalties and other liabilities, (ii) the payment of certain judgments,
penalties and other liabilities, (iii) the payment or restitution of any proceeds of hydrocarbons from the Underlying Properties,
(iv) complying with applicable local, state and federal statutes, ordinance, rules and regulations, (v) tax or royalty
audits and (vi) any other loss, cost, expense, liability or damage with respect to the Underlying Properties not paid or reimbursed
under insurance; | |
| 
| | all taxes, charges and assessments (excluding federal and state income, transfer,
mortgage, inheritance, estate, franchise and like taxes) with respect to the ownership of, or production of hydrocarbons from, the Underlying
Properties; | |
7 
| 
| | all insurance premiums attributable to the ownership or operation of the
Underlying Properties for insurance actually carried with respect to the Underlying Properties, or any equipment located on any of the
Underlying Properties, or incident to the operation or maintenance of the Underlying Properties; | |
| 
| | all amounts and other consideration for (i) rent and the use of or damage
to the surface, (ii) delay rentals, shut-in well payments, minimum royalties and similar payments and (iii) fees for renewal,
extension, modification, amendment, replacement or supplementation of the leases included in the Underlying Properties; | |
| 
| | all amounts charged by the relevant operator as overhead, administrative
or indirect charges specified in the applicable operating agreements or other arrangements covering the Underlying Properties or operations
with respect thereto; | |
| 
| | to the extent that the Sponsor is the operator of certain of the Underlying
Properties and there is no operating agreement covering such portion of the Underlying Properties, those overhead, administrative or indirect
charges that are allocated by the Sponsor to such portion of the Underlying Properties; | |
| 
| | if, as a result of the occurrence of the bankruptcy or insolvency or similar
occurrence of any purchaser of hydrocarbons produced from the Underlying Properties, any amounts previously credited to the determination
of the net profits are reclaimed from the Sponsor, then the amounts reclaimed; | |
| 
| | all costs and expenses for recording the Conveyance and, at the applicable
times, terminations and/or releases thereof; | |
| 
| | amounts previously included in gross profits but subsequently paid as a refund,
interest or penalty; and | |
| 
| | at the option of the Sponsor (or any subsequent owner of the Underlying Properties),
amounts reserved for approved development expenditure projects, including well drilling, recompletion and workover costs, which amounts
will at no time exceed $2.0 million in the aggregate, and will be subject to the limitations described below (provided that such costs
shall not be debited from gross profits when actually incurred). | |
As mentioned above, the costs deducted in the net
profits determination will be reduced by certain offset amounts. The offset amounts are further described in the Conveyance, and include,
among other things, certain net proceeds attributable to the treatment or processing of hydrocarbons produced from the Underlying Properties
and certain non-production revenues, including salvage value for equipment related to plugged and abandoned wells. If the offset amounts
exceed the costs during a monthly period, the ability to use such excess amounts to offset costs will be deferred and utilized as offsets
in the next monthly period to the extent such amounts, plus accrued interest thereon, together with other offsets to costs, for the applicable
month, are less than the costs arising in such month.
The Trust is not liable to the owners of the Underlying
Properties or the operators for any operating capital or other costs or liabilities attributable to the Underlying Properties. The Trustee
expects to make distributions to Trust unitholders monthly; however, if the net profits for any computation period is a negative amount,
the Trust will receive no payment for that period, and any such negative amount plus accrued interest will be deducted from gross profits
in the following computation period for purposes of determining the net profits for that following computation period.
The Trust uses the modified cash basis of accounting
to report Trust receipts of net profits and payments of expenses incurred. This comprehensive basis of accounting other than GAAP corresponds
to the accounting permitted for royalty trusts by the SEC as specified by Staff Accounting Bulletin Topic 12:E, *Financial Statements
of Royalty Trusts.*The Net Profits Interest represents the right to receive revenues (oil and natural gas sales), less direct operating
expenses (lease operating expenses and production and property taxes) and development expenses of the Underlying Properties, multiplied
by 80%. Cash distributions of the Trust will be made based on the amount of cash received by the Trust with respect to the corresponding
production month pursuant to terms of the Conveyance.
8 
**Additional Provisions**
If a controversy arises as to the sales price of
any production, then for purposes of determining gross profits:
| 
| | any proceeds that are withheld for any reason (other than at the request
of the Sponsor) are not considered received until such time that the proceeds are actually collected; | |
| 
| | amounts received and promptly deposited with a non-affiliated escrow agent
will not be considered to have been received until disbursed to the Sponsor by the escrow agent; and | |
| 
| | amounts received and not deposited with an escrow agent will be considered
to have been received. | |
The Trustee is not obligated to return any cash
received from the Net Profits Interest. Any overpayments made to the Trust by the Sponsor due to adjustments to prior calculations of
net profits or otherwise will reduce future amounts payable to the Trust until the Sponsor recovers the overpayments plus interest at
a prime rate (as described in the Conveyance).
The Conveyance generally permits the Sponsor to
transfer without the consent or approval of the Trust unitholders all or any part of its interest in the Underlying Properties, subject
to the Net Profits Interest. The Trust unitholders are not entitled to any proceeds of a sale or transfer of the Sponsors interest.
Except in certain cases where the Net Profits Interest is released, following a sale or transfer, the Underlying Properties will continue
to be subject to the Net Profits Interest, and the gross profits attributable to the transferred property will be calculated, paid and
distributed by the transferee to the Trust. The Sponsor will have no further obligations, requirements or responsibilities with respect
to any such transferred interests.
In addition, the Sponsor may, without the consent
of the Trust unitholders, require the Trustee to release the Net Profits Interest associated with any lease that accounts for no more
than 0.25% of the total production from the Underlying Properties in the prior 12 months, provided that the Net Profits Interest covered
by such releases cannot exceed, during any 12-month period, an aggregate fair market value to the Trust of $500,000. These releases will
be made only in connection with a sale by the Sponsor to a non-affiliate of the relevant Underlying Properties and are conditioned upon
an amount equal to the fair value to the Trust of such Net Profits Interest being treated as an offset amount against costs and expenses.
In September 2025, the Sponsor sold approximately $0.4 million in non-producing, non-cash flowing acreage to a private oil company,
free and clear of the Net Profits Interest, as permitted under the Trust Agreement. The proceeds from this sale attributable to the Trusts
Net Profits Interest were included in the distribution that was paid to Trust unitholders on December 15, 2025.
As the designated operator of a property included
in the Underlying Properties, the Sponsor may enter into farm-out, operating, participation and other similar agreements to develop the
property, but any transfers made in connection with such agreements will be made subject to the Net Profits Interest. The Sponsor may
enter into any of these agreements without the consent or approval of the Trustee or any Trust unitholder.
The Sponsor has the right to release, surrender
or abandon its interest in any Underlying Property that will no longer produce (or be capable of producing) hydrocarbons in paying quantities
(determined without regard to the Net Profits Interest). Upon such release, surrender or abandonment, the portion of the Net Profits Interest
relating to the affected property will also be released, surrendered or abandoned, as applicable. The Sponsor also has the right to abandon
an interest in the Underlying Properties if (a) such abandonment is necessary for health, safety or environmental reasons or (b) the
hydrocarbons that would have been produced from the abandoned portion of the Underlying Properties would reasonably be expected to be
produced from wells located on the remaining portion of the Underlying Properties.
9 
The Sponsor must maintain books and records sufficient
to determine the amounts payable to the Trust with respect to the Net Profits Interest. Monthly and annually, the Sponsor must deliver
to the Trustee a statement of the computation of the net profits for each computation period. The Trustee has the right to inspect and
review the books and records maintained by the Sponsor during normal business hours and upon reasonable notice. The Sponsor has further
agreed to provide the Trust and Trustee with all information and services as are reasonably necessary to fulfill the purposes of the Trust,
including such accounting, bookkeeping and informational services as may be necessary for the preparation of reports the Trust is required
to prepare or file in accordance with applicable tax and securities laws, exchange listing rules and other requirements, including
reserve reports and tax returns. Following the sale of all or any portion of the Underlying Properties, the purchaser will be bound by
the obligations of the Sponsor under the Trust Agreement and the Conveyance with respect to the portion sold.
**U.S. Federal Income Tax Matters**
The following is a summary of certain U.S. federal
income tax matters that may be relevant to the Trust unitholders. This summary is based upon current provisions of the Internal Revenue
Code of 1986, as amended (the Code), existing and proposed Treasury regulations thereunder and current administrative rulings
and court decisions, all of which are subject to changes that may or may not be retroactively applied. No attempt has been made in the
following summary to comment on all U.S. federal income tax matters affecting the Trust or the Trust unitholders.
The summary has limited application to non-U.S.
persons and persons subject to special tax treatment such as, without limitation: banks, insurance companies or other financial institutions;
Trust unitholders subject to the alternative minimum tax; tax-exempt organizations; dealers in securities or commodities; regulated investment
companies; real estate investment trusts; traders in securities that elect to use a mark-to-market method of accounting for their securities
holdings; non-U.S. Trust unitholders that are controlled foreign corporations or passive foreign investment companies;
persons that are S-corporations, partnerships or other pass-through entities; persons that own their interest in the Trust Units through
S-corporations, partnerships or other pass-through entities; persons that at any time own more than 5% of the aggregate fair market value
of the Trust Units; expatriates and certain former citizens or long-term residents of the United States; U.S. Trust unitholders whose
functional currency is not the U.S. dollar; persons who hold the Trust Units as a position in a hedging transaction, straddle,
conversion transaction or other risk reduction transaction; or persons deemed to sell the Trust Units under the constructive
sale provisions of the Code. Each Trust unitholder should consult his or her own tax advisor with respect to his or her particular circumstances.
**Classification and Taxation of the Trust**
Tax counsel to the Trust advised the Trust at the
time of formation that, for U.S. federal income tax purposes, in its opinion, the Trust would be treated as a grantor trust and not as
an unincorporated business entity. No ruling has been or will be requested from the IRS or another taxing authority. The remainder of
the discussion below is based on tax counsels opinion, at the time of formation, that the Trust will be classified as a grantor
trust for U.S. federal income tax purposes. As a grantor trust, the Trust is not subject to U.S. federal income tax at the trust level.
Rather, each Trust unitholder is considered for U.S. federal income tax purposes to own its proportionate share of the Trusts assets
directly as though no Trust were in existence. The income of the Trust is deemed to be received or accrued by the Trust unitholder at
the time such income is received or accrued by the Trust, rather than when distributed by the Trust. Each Trust unitholder is subject
to tax on its proportionate share of the income and gain attributable to the assets of the Trust and is entitled to claim its proportionate
share of the deductions and expenses attributable to the assets of the Trust, subject to applicable limitations, in accordance with the
Trust unitholders tax method of accounting and taxable year without regard to the taxable year or accounting method employed by
the Trust.
The Trust files annual information returns, reporting
to the Trust unitholders all items of income, gain, loss, deduction and credit. The Trust allocates these items of income, gain, loss,
deduction and credit to Trust unitholders based on record ownership on the monthly record dates. It is possible that the IRS or another
taxing authority could disagree with this allocation method and assert that income and deductions of the Trust should be determined and
allocated on a daily or prorated basis, which could require adjustments to the tax returns of the unitholders affected by this issue and
result in an increase in the administrative expense of the Trust in subsequent periods.
Under current law, the highest marginal U.S. federal
income tax rate applicable to ordinary income of individuals is 37%, and the highest marginal U.S. federal income tax rate applicable
to long-term capital gains (generally, gains from the sale or exchange of certain investment assets held for more than one year) and qualified
dividends of individuals is generally 20%. Such marginal tax rates may be effectively increased due to the phaseout of personal exemptions
and certain limitations and prohibitions on itemized deductions. The highest marginal U.S. federal income tax rate applicable to
corporations is 21%, and such rate applies to both ordinary income and capital gains.
10 
Section 1411 of the Code imposes a 3.8% Medicare
tax on certain investment income earned by individuals, estates, and trusts (and a reduced 1.4% tax on certain tax-exempt organizations).
For these purposes, investment income generally will include a unitholders allocable share of the trusts interest and royalty
income plus the gain recognized from a sale of Trust Units. In the case of an individual, the tax is imposed on the lesser of (i) the
individuals net investment income from all investments, or (ii) the amount by which the individuals modified adjusted
gross income exceeds specified threshold levels depending on such individuals U.S. federal income tax filing status. In the case
of an estate or trust, the tax is imposed on the lesser of (i) undistributed net investment income, or (ii) the excess adjusted
gross income over the dollar amount at which the highest income tax bracket applicable to an estate or trust begins.
If a taxpayer disposes of any Section 1254
property (certain oil, gas, geothermal or other mineral property), and the adjusted basis of such property includes adjustments
for depletion deductions under Section 611 of the Code, the taxpayer generally must recapture the amount deducted for depletion as
ordinary income (to the extent of gain realized on the disposition of the property). This depletion recapture rule applies to any
disposition of property that was placed in service by the taxpayer after December 31, 1986. Detailed rules set forth in Sections
1.1254-1 through 1.1254-6 of the U.S. Treasury Regulations govern dispositions of property after March 13, 1995. The IRS likely will
take the position that a unitholder must recapture depletion upon the disposition of a unit.
**Classification of the Net Profits Interest**
Tax counsel to the Trust advised the Trust at the
time of formation that, for U.S. federal income tax purposes, based upon the reserve report and representations made by the Trust regarding
the expected economic life of the Underlying Properties and the expected duration of the Net Profits Interest, in its opinion the Net
Profits Interest attributable to proved developed reserves will and the Net Profits Interest attributable to proved undeveloped reserves
should be treated as continuing, nonoperating economic interests in the nature of royalties payable out of production from the mineral
interests they burden. No assurance can be given that the IRS or another taxing authority will not assert that the Net Profits Interest
should be treated differently. Any such different treatment could affect the amount, timing and character of income, gain or loss in respect
of an investment in Trust Units.
**Reporting Requirements for Widely-Held Fixed Investment Trusts**
The Trustee assumes that some Trust Units are held
by middlemen, as such term is broadly defined in the Treasury regulations (and includes custodians, nominees, certain joint owners and
brokers holding an interest for a custodian street name, collectively referred to herein as middlemen). Therefore, the Trustee
considers the Trust to be a non-mortgage widely held fixed investment trust (WHFIT) for U.S. federal income tax purposes.
The Bank of New York Mellon Trust Company, N.A., 601 Travis Street, Houston, Texas 77002, telephone number 1-512-236-6545, is the representative
of the Trust that will provide the tax information in accordance with applicable Treasury regulations governing the information reporting
requirements of the Trust as a WHFIT. Notwithstanding the foregoing, the middlemen holding Trust Units on behalf of unitholders, and not
the Trustee of the Trust, are solely responsible for complying with the information reporting requirements under the Treasury regulations
with respect to such Trust Units, including the issuance of IRS Forms 1099 and certain written tax statements. Unitholders whose Trust
Units are held by middlemen should consult with such middlemen regarding the information that will be reported to them by the middlemen
with respect to the Trust Units. Any generic tax information provided by the Trustee of the Trust is intended to be used only to assist
Trust unitholders in the preparation of their federal and state income tax returns.
**Available Trust Tax Information**
In compliance with the Treasury regulations reporting
requirements for WHFITs and the dissemination of Trust tax reporting information, the Trustee provides a generic tax information reporting
booklet which is intended to be used only to assist Trust unitholders in the preparation of their federal and state income tax returns.
This tax information booklet can be obtained at www.permianvilleroyaltytrust.com.
11 
**Environmental Matters and Regulation**
*General.* For purposes of the discussion
in this section, the oil and natural gas production operations conducted on the properties that are subject to the Net Profits Interest
are referred to as the Sponsors operations. The Sponsors oil and natural gas exploration and production operations
are subject to stringent and comprehensive federal, regional, state and local laws and regulations governing the discharge of materials
into the environment or otherwise relating to environmental protection. These laws and regulations may impose significant obligations
on the Sponsors operations, including requirements to:
| 
| | obtain permits to conduct regulated activities; | |
| 
| | limit or prohibit drilling activities on certain lands lying within wilderness,
wetlands and other protected areas; | |
| 
| | restrict the types, quantities and concentration of materials that can be
released into the environment in the performance of drilling, completion and production activities; | |
| 
| | initiate investigatory and remedial measures to mitigate pollution from former
or current operations, such as restoration of drilling pits and plugging of abandoned wells; and | |
| 
| | apply specific health and safety criteria addressing worker protection. | |
Failure to comply with environmental laws and regulations
may result in the assessment of significant administrative, civil and criminal sanctions, including monetary penalties, the imposition
of joint and several liability, investigatory and remedial obligations, and the issuance of injunctions limiting or prohibiting some or
all of the Sponsors operations. Moreover, these laws, rules and regulations may restrict the rate of oil and natural gas production
below the rate that would otherwise be possible. The regulatory burden on the oil and natural gas industry increases the cost of doing
business in the industry and consequently affects profitability. The Sponsor has advised the Trustee that it believes that it is in substantial
compliance with all existing environmental laws and regulations applicable to its current operations and that its continued compliance
with existing requirements will not have a material adverse effect on the cash distributions to the Trust unitholders. Although the Trump
Administration had taken steps aimed at reducing federal regulatory burdens and costs for oil and natural gas production operations, the
recent trend in environmental regulation is to place more restrictions and limitations on activities that may affect the environment,
and thus, any changes in environmental laws and regulations or re-interpretation of enforcement policies that result in more stringent
and costly construction, drilling, water management, completion, emission or discharge limits or waste handling, disposal or remediation
obligations could have a material adverse effect on the Sponsors development expenses, results of operations and financial position.
The Sponsor may be unable to pass on those increases to its customers. Moreover, accidental releases or spills may occur in the course
of the Sponsors operations, and there can be no assurance that the Sponsor will not incur significant costs and liabilities as
a result of such releases or spills, including any third-party claims for damage to property, natural resources or persons.
The following is a summary of certain existing
environmental, health and safety laws and regulations to which the Sponsors business operations are subject.
*Hazardous substance and wastes.* The Comprehensive
Environmental Response, Compensation and Liability Act, as amended (CERCLA), also known as the Superfund law, and comparable
state laws impose liability without regard to fault or the legality of the original conduct on certain classes of persons who are considered
to be jointly and severally responsible for the release of a hazardous substance into the environment. These persons include
current and prior owners or operators of the site where the release occurred and entities that disposed or arranged for the disposal of
the hazardous substances found at the site. Under CERCLA, these responsible persons may be liable for the costs of cleaning
up the hazardous substances that have been released into the environment, for damages to natural resources, and for the costs of certain
health studies. CERCLA also authorizes the U.S. Environmental Protection Agency (EPA) and, in some instances, third parties
to act in response to threats to the public health or the environment and to seek to recover from the responsible classes of persons the
costs they incur. It is not uncommon for neighboring landowners and other third parties to file claims for personal injury and property
damage allegedly caused by the hazardous substances released into the environment. Although petroleum, natural gas, and natural gas liquids
are excluded from the definition of hazardous substance under CERCLA, the Sponsor handles materials in the course of its
operations that may be regulated as CERCLA hazardous substances, despite the so-called petroleum exclusion.
12 
The Sponsor also generates solid and hazardous
wastes that are subject to the requirements of the Resource Conservation and Recovery Act, as amended (RCRA), and comparable
state statutes. RCRA imposes strict requirements on the generation, storage, treatment, transportation and disposal of hazardous wastes.
In the course of its operations, The Sponsor generates petroleum hydrocarbon wastes and ordinary industrial wastes that may be classified
as hazardous wastes under RCRA and comparable state laws. Drilling fluids, produced waters, and most of the other wastes associated with
the exploration, production, and development of crude oil or natural gas are currently regulated under RCRA as non-hazardous wastes. While
many exploration and production wastes are exempt from regulation as hazardous waste, these wastes are generally subject to non-hazardous
waste regulation under RCRA and applicable state regulations. Many state governments have specific regulations and guidance for exploration
and production wastes, including the wastes associated with hydraulic fracturing activities.
The properties upon which the Sponsor conducts
its operations have been used for oil and natural gas exploration and production for many years. Although the Sponsor and, as applicable,
the Sponsors predecessor, Enduro, may have utilized operating and disposal practices that were standard in the industry at the
time, hydrocarbons and wastes may have been disposed of or released at or from the real properties upon which the Sponsor conducts its
operations, or at or from other, offsite locations, where these petroleum hydrocarbons and wastes have been taken for treatment or disposal.
In addition, the properties upon which the Sponsor conducts its operations may have been operated by third parties or by previous owners
or operators whose treatment and disposal of hazardous substances, wastes or hydrocarbons was not under the Sponsors control. These
properties and wastes disposed thereon may be subject to CERCLA, RCRA and analogous state laws. Under these laws, the Sponsor could be
required to investigate, remove or remediate previously disposed wastes, to clean up contaminated property and to perform response actions
to prevent future contamination.
*Water discharges.* The federal Clean Water
Act (CWA) and analogous state laws impose restrictions and strict controls on the discharge of pollutants into waters
of the United States and waters within the scope of the state law, respectively. Pursuant to the CWA and applicable state laws,
permits must be obtained to discharge pollutants into regulated waters. Any such discharge of pollutants into regulated waters must be
performed in accordance with the terms of the permit issued by the EPA or the applicable state agency or both. The discharge of wastewater
from most onshore oil and gas exploration and production activities is currently prohibited east of the 98th meridian. Additionally,
in June 2016, the EPA issued a final rule implementing wastewater pretreatment standards that prohibit onshore unconventional
oil and natural gas extraction facilities from sending certain wastewater directly to publicly owned treatment works (POTW).
Unconventional extraction facilities are allowed by 40 CFR Part 437 to send wastewater to an off-site private centralized wastewater
treatment (CWT) facility in most circumstances. CWT facilities can either discharge treated water directly to surface waters
or send it to a POTW. In 2018, the EPA concluded a study of the treatment and discharge of oil and gas wastewater that could lead to changes
in requirements for discharge of produced water under Part 437, including more stringent requirements or a prohibition on discharge
of produced water from CWT facilities. Any restriction of disposal options for hydraulic fracturing waste and other changes to CWA discharge
requirements may result in increased costs.
The discharge of dredge and fill material in waters
of the United States, including wetlands, is also prohibited unless authorized by a permit issued under CWA Section 404 by the U.S.
Army Corps of Engineers (USACE). CWA Section 401 provides that the applicant for a Section 404 USACE permit for
the discharge of dredge and fill materials must seek a Section 401 water quality certification by applying to the state in which
the discharge will occur for the state to determine if the discharge will comply with the states approved water quality program.
In some instances, this process could result in delay in issuance of the permit, more stringent permit requirements, or denial of the
permit.
13 
How the EPA and the USACE define waters
of the United States (WOTUS), which defines the extent of geographic jurisdiction under the CWA, has been the subject
of controversy and litigation for decades and can impact the Sponsors regulatory and permitting obligations under the CWA. In 2023,
in *Sackett v. EPA*, the Supreme Court issued a landmark decision interpreting WOTUS more narrowly than the then-current definition
contemplated, resulting in diminished jurisdiction over wetlands and streams that lacked certain connections to other waters or consistent
water flow. Following *Sackett*, because of ongoing litigation, the regulatory landscape currently remains unsettled. The regulations
currently in effect in 24 states define WOTUS using a 2023 regulation modified after the *Sackett* decision. In the rest of the country,
the agencies base jurisdiction on an earlier WOTUS definition as implemented in light of a number of Supreme Court decisions, including
*Sackett*. Despite the two approaches, jurisdiction over WOTUS is essentially consistent across the United States.
In November 2025, the USACE released a proposed
rule revising the regulatory definition of WOTUS. That new definition is expected to go into effect in early 2026 without substantial
changes from the proposed definition. Regardless of the ultimate details, the revised definition likely will further reduce CWA jurisdiction,
especially over wetlands and streams, leading to fewer permitting requirements. Once the new WOTUS definition is final, litigation will
likely continue challenging the legality of the definition. This litigation could have the effect of delaying or precluding implementation
of the new rule. The Sponsors regulatory obligations and permitting costs will continue to be subject to remaining uncertainty
around the definition of WOTUS and the scope of CWA regulation, given the ongoing litigation.
USACE Nationwide Permits (NWPs) are
a streamlined form of permitting used to authorize activities related to development activities with minimal individual or cumulative
adverse effects in wetlands or other waters of the United States under the CWA. Some NWPs are also used to authorize activities that impact
traditional navigable waters under the Rivers and Harbors Act. The NWPs expire in March 2026 and will be replaced, simultaneously,
with new versions that are largely unchanged from the previous set. Litigation challenging the NWPs, if filed, could result in additional
cost and time for permitting projects.
In February 2025, the USACE began implementing
emergency permitting procedures as directed by President Trumps Executive Order Declaring a National Energy Emergency. This has
resulted, in many instances, in substantially decreased timeframes for receiving Section 404 permits in the case of energy projects
subject to the Executive Order.
Finally, the Oil Pollution Act of 1990, as amended
(OPA), which amends the CWA, establishes standards for prevention, containment and cleanup of oil spills into waters of
the United States. The OPA requires measures to be taken to prevent the accidental discharge of oil into waters of the United States from
onshore production facilities. Measures under the OPA and/or the CWA include inspection and maintenance programs to minimize spills from
oil storage and conveyance systems; the use of secondary containment systems to prevent spills from reaching nearby waterbodies; proof
of financial responsibility to cover environmental cleanup and restoration costs that could be incurred in connection with an oil spill;
and the development and implementation of spill prevention, control and countermeasure (SPCC) plans to prevent and respond
to oil spills. The OPA also subjects owners and operators of facilities in certain instances to strict, joint and several liability for
all containment and cleanup costs and certain other damages arising from a spill. The Sponsor has developed and implemented SPCC plans
for the Underlying Properties as required under the CWA.
*Hydraulic fracturing.* Various federal and
state initiatives are underway to regulate, or further investigate, the environmental impacts of hydraulic fracturing, a practice that
involves the pressurized injection of water, chemicals and other substances into rock formation to stimulate production of oil and natural
gas. The U.S. Congress has considered legislation to amend the federal Safe Drinking Water Act (SDWA) to subject hydraulic
fracturing operations to regulation under the SDWAs Underground Injection Control Program and to require the disclosure of chemicals
used in the hydraulic fracturing process. Any such legislation could make it easier for third parties opposed to hydraulic fracturing
to initiate legal proceedings against companies. In December 2016, the EPA issued a final report on the potential impacts of hydraulic
fracturing on drinking water resources. The report did not find widespread, systematic impacts to drinking water from hydraulic fracturing;
at the same time, the report acknowledged information gaps that limited the EPAs ability to fully assess the potential impacts
to drinking water resources. To date, the EPA has taken no further action in response to the December 2016 report. However, in April 2024,
the BLM issued a final rule to reduce the waste of natural gas from venting, flaring, and leaks during oil and gas production activities
on federal and American Indian leases.
14 
On August 16, 2012 the EPA published final
rules that extend New Source Performance Standards (NSPS) and National Emission Standards for Hazardous Air Pollutants
(NESHAPs) to certain exploration and production operations. The final rule requires the use of reduced emission completions
or green completions on all hydraulically fractured gas wells constructed or refractured after January 1, 2015. The
EPA received numerous requests for reconsideration of these rules from both industry and the environmental community, and court challenges
to the rules were also filed. In response to some of these challenges, the EPA amended the rule to extend compliance dates for
certain storage vessels and may issue additional revised rules in response to additional such requests in the future. Only a portion
of these new rules appear to affect the Sponsors operations at this time by requiring new air emissions controls, equipment
modification, maintenance, monitoring, recordkeeping and reporting. Although these new requirements will increase the Sponsors
operating and capital expenditures and it is possible that the EPA will adopt further regulation that could further increase the Sponsors
operating and capital expenditures, the Sponsor does not currently expect such existing and new regulations will have a material adverse
impact on its operations or financial results.
Some states have adopted, and other states are
considering adopting, regulations that could restrict or impose additional requirements relating to hydraulic fracturing in certain circumstances,
including the disclosure of information regarding the substances used in the hydraulic fracturing process. Such federal or state legislation
could require the disclosure of chemical constituents used in the fracturing process to state or federal regulatory authorities who could
then make such information publicly available. Disclosure of chemicals used in the fracturing process could make it easier for third parties
opposing hydraulic fracturing to initiate legal proceedings against producers and service providers based on allegations that specific
chemicals used in the fracturing process could adversely affect groundwater. In addition, if hydraulic fracturing is regulated at the
federal level, the Sponsors and the third-party operators fracturing activities could become subject to additional permit
requirements or operational restrictions, to associated permitting delays and potential increases in costs. In December 2014, the
Governor of New York announced that the state would maintain its moratorium on hydraulic fracturing in the state. Further, some local
governments have imposed moratoria on drilling permits within city limits so that local ordinances may be reviewed to assess their adequacy
to address such activities. Similar measures could be considered or implemented in the jurisdictions in which the Underlying Properties
are located. However, in May 2015, the Texas legislature enacted a bill preempting local bans on hydraulic fracturing. Meanwhile,
in Texas, specific oil and natural gas regulations apply to oil and gas operations, including the drilling, completion and operations
of wells, and the disposal of waste oil and salt water. In October 2023, the Texas Railroad Commission (RRC) announced
draft amendments to its water protection rules to, among other things, encourage waste recycling. There are also procedures incident
to the plugging and abandonment of dry holes or other non-operational wells, all as governed by the applicable governing state agency.
As an example, the RRC adopted rules in 2014 requiring companies seeking permits for disposal wells to provide seismic activity data
in permit applications. The rules also allow the RRC to modify, suspend, or terminate permits if a disposal well is determined to
be causing seismic activity. Determinations by the RRC under these rules may adversely affect our operations.
*Air emissions.* The federal Clean Air Act,
as amended (CAA), and comparable state laws and regulations restrict the emission of air pollutants from many sources and
also impose various monitoring and reporting requirements. These laws and regulations may require the Sponsor to obtain pre-approval for
the construction or modification of certain projects or facilities expected to produce or significantly increase air emissions, and to
comply with stringent air emissions permit or regulatory requirements or utilize specific equipment or technologies to control emissions.
Obtaining permits has the potential to delay the development of the Sponsors properties.
The EPA has established pollution control standards
for oil and gas sources under the CAA. In 2012 and 2016, the EPA adopted federal New Source Performance Standards (NSPS) that
require the reduction of volatile organic compound and sulfur dioxide emissions from certain fractured and refractured natural gas wells
for which well completion operations are conducted and further require that most wells use reduced emission completions, also known as
green completions. These regulations also establish specific requirements regarding emissions from production-related wet
seal and reciprocating compressors, pumps, and from pneumatic controllers and storage vessels, and for equipment leaks. These NSPS apply
to sources that are newly constructed or modified after the rules applicability dates. More recently, the EPA adopted a final rule in
2024 that will directly regulate volatile organic compound and methane emissions from oil and gas sources constructed or modified after
December 2022 and will require reductions in both pollutants through its regulation of flaring, compressors, pumps, storage vessels,
process controllers, well completions and liquids unloading, and equipment leaks. Additionally, the EPA for the first time adopted emissions
guidelines that will apply to existing oil and gas sources and that require reductions in volatile organic compound and methane emissions
that are largely equivalent to the requirements for new sources. The existing source emissions guidelines are to be implemented through
state plans, with expected compliance dates for existing sources arriving in 2029.
15 
The results of the 2024 presidential election and
President Trumps energy agenda prioritizing domestic oil and gas production likely will impact the air quality-related requirements
that apply to the Sponsor. In March 2025, the EPA announced it was reconsidering the 2024 rules that established new volatile
organic compound and methane emissions standards for both new and existing sources. Following that announcement, the EPA adopted amendments
to the NSPS and existing source performance standards that extended the compliance deadlines for many of the new source requirements adopted
in 2024 and extended the state plan submittal deadlines, which will effectively extend the dates by which existing sources must come into
compliance with the existing source emissions guidelines. It is currently unknown whether EPAs reconsideration of the 2024 rules will
result in further changes. Similar to prior changes to the air pollution control standards for oil and gas sources, the most recent changes
will be subject to judicial review, as well as the potential for future presidential administrations to take a different approach.
The EPA is also charged with establishing National
Ambient Air Quality Standards (NAAQS), the implementation of which can indirectly impact the Sponsors operations.
The CAA directs the EPA to review each NAAQS every five years to ensure that the standards are protective of public health and welfare.
This process routinely results in the tightening of those standards, and in October 2015, the EPA lowered the ozone NAAQS from 75
to 70 parts per billion. In December 2020, the EPA published a final rule that retained without revision the 2015 NAAQS ozone
standard. Likewise, in March 2024, the EPA issued a final rule that lowered the annual standard for fine particulate matter
from 12 to 9 micrograms per cubic meter. In March 2025, however, the EPA announced that it would reconsider the rule lowering
the fine particulate matter standard, and the EPA has filed a request that the U.S. Court of Appeals vacate the 2024 rule. In 2026, the
EPA also has delayed taking certain actions necessary to implement air quality requirements under the lower 2024 standard. No regulatory
action or court decision has changed the 2024 rule lowering the fine particulate matter standard, and the EPAs delayed implementation
of the 2024 standard likely will be subject to judicial review. State or federal implementation of the NAAQS could result in stricter
permitting or regulatory requirements, delay or prohibit the Sponsors ability to obtain such permits, and result in increased expenditures
for pollution control equipment.
The Sponsor may be required to incur certain capital
expenditures for air pollution control equipment or other air emissions-related issues. The Sponsor currently does not expect that such
requirements will have a material adverse effect on its operations.
*Climate change.*The Trump Administrations
efforts to roll back federal regulation of greenhouse gases (GHGs) represent a significant shift in federal climate policy,
though the ultimate impact of those efforts on the Sponsor is unclear. In 2009, the EPA found that emissions of carbon dioxide, methane
and GHGs may present an endangerment to public health and the environment and subsequently issued regulations to restrict emissions of
greenhouse gases under existing provisions of the CAA. These regulations include limits on tailpipe emissions from motor vehicles, preconstruction
and operating permit requirements for certain large stationary sources, and methane emissions standards for certain new, modified and
reconstructed oil and gas sourcesas well as the EPAs methane emissions guidelines for existing oil and gas
sources that were adopted in 2024. The EPA also has adopted rules requiring the reporting of GHG emissions from specified large greenhouse
gas emission sources in the United States, as well as certain onshore oil and natural gas production facilities, on an annual basis. Shortly
after President Trump took office in January 2025, the federal government embarked on a series of changes relating to climate policy
and regulation. On January 20, 2025, President Trump announced the withdrawal of the United States from the Paris Climate Agreement.
In July 2025, the EPA issued a proposed rule to rescind the 2009 GHG endangerment finding that provided a basis for GHG regulation
under the CAA. In September 2025, the EPA proposed to rescind the GHG reporting program for sectors other than the oil and gas sector,
while proposing to suspend GHG reporting requirements for the oil and gas sector until 2034. In February 2026, the EPA adopted a
final rule repealing its prior endangerment finding, which opens the door for the EPA to repeal its GHG rules for the oil and
gas sector.
16 
The EPA has established methane standards for oil
and gas sources based on the now-repealed GHG endangerment finding. In 2024, the EPA adopted a final rule that will directly regulate
volatile organic compound and methane emissions from new oil and gas sources and will require reductions in methane and volatile organic
compound emissions through its regulation of flaring, compressors, pumps, storage vessels, process controllers, well completions and liquids
unloading, and equipment leaks. At the same time, the EPA adopted emissions guidelines that will apply to existing oil and gas sources
and that require reductions in volatile organic compound and methane emissions that are largely equivalent to the requirements for new
sources. The existing source emissions guidelines are to be implemented through state plans, with expected compliance dates arriving in
2029. In 2025, however, the EPA extended certain compliance deadlines for both new and existing sources, and the 2026 endangerment finding
repeal provides a basis for undoing the oil and gas methane standards though the fact that the oil and gas standards address both
methane and volatile organic compounds, which are regulated independently of the EPAs authority to regulate GHGs, may limit the
impact of future changes to the methane standards that currently apply to oil and gas sources.
The Inflation Reduction Act of 2002 (the IRA)
included new Clean Air Act section 136(c) directing the EPA to collect the Waste Emissions Charge (WEC) from facilities
in the oil and gas sector that report more than 25,000 tons of carbon dioxide equivalent emissions in a calendar year. The charge will
first apply to methane emissions from calendar year 2024. The charge is determined by comparing actual reported methane emissions to statutorily
established methane intensity figures that are based on gas production or throughput, with a charge assessed for every ton
of methane emissions that exceeds the facilitys allowable emissions based on the applicable methane intensity figure. The charge
will be $900 per ton for 2024 emissions and will increase to $1,200 and then $1,500 per ton in subsequent years. The program includes
key exemptions, most notably a regulatory compliance exemption that applies to and exempts the emissions from facilities that are subject
to and in complete compliance with the EPAs new or existing source methane requirements. The EPA adopted new rules to implement
the WEC program in November 2024; however, the fate of the WEC and the EPA rules implementing the WEC is unclear. In March 2025,
President Trump signed legislation repealing the EPAs 2024 WEC rules under the Congressional Review Act. The repeal of the
EPAs WEC rules did not eliminate the statutory requirement to pay the WEC, but it eliminated the rules established by
the EPA to determine the WEC due, the payment mechanism, and any payment deadlines. The U.S. Congress may be considering amendment or
repeal of certain portions of the IRA, including the statutory provisions establishing the WEC.
Meanwhile, more than one-third of the states have
begun taking actions to control and/or reduce emissions of GHGs, primarily through the planned development of GHG emission inventories
and/or regional GHG cap and trade programs. Although most of the state-level initiatives to date have focused on large sources of GHG
emissions, such as coal-fired electric plants, it is possible that smaller sources of emissions could become subject to GHG emission limitations
or allowance purchase requirements in the future. For example, the states of Colorado and New Mexico have adopted rules regulating
GHGs from the oil and gas industry that are based on the federal standards. Congress may in the future consider adopting other legislation
to reduce emissions of greenhouse gases. Any one of these climate change regulatory and legislative initiatives could have a material
adverse effect on the Sponsors business, capital expenditures, financial condition and results of operations.
The adoption and implementation of regulations
imposing reporting obligations on, or limiting emissions of GHGs from, the Sponsors equipment and operations could require the
Sponsor to incur costs to reduce emissions of GHGs associated with its operations or could adversely affect demand for the natural gas
it produces. Legislation or regulations that may be adopted to address climate change could also affect the markets for the Sponsors
products by making its products more or less desirable than competing sources of energy. To the extent that its products are competing
with higher GHG-emitting energy sources, the Sponsors products may become more desirable in the market with more stringent limitations
on GHG emissions. To the extent that its products are competing with lower GHG-emitting energy, the Sponsors products may become
less desirable in the market with more stringent limitations on greenhouse gas emissions. The Sponsor cannot predict with any certainty
at this time how these possibilities may affect its operations.
Finally, some scientists have concluded that increasing
concentrations of GHGs in the Earths atmosphere may produce climate changes that have significant physical effects, such as increased
frequency and severity of storms, droughts and floods and other climatic events. If any such significant physical effects were to occur,
they could have an adverse effect on the Sponsors assets and operations and cause the Sponsor to incur costs in preparing for and
responding to them. Additionally, energy needs could increase or decrease as a result of extreme weather conditions, depending on the
duration and magnitude of those conditions.
*National Environmental Policy Act.* The National
Environmental Policy Act (NEPA) requires the federal government to undertake an environmental review prior to making a decision
on most proposed federal actions such as permits, leases, and rights-of-way. Driven by court decisions and Administration
policy, NEPA implementation and resulting litigation changed dramatically in 2025. Key changes are driving agencies to narrow their NEPA
reviews and complete them faster and are driving courts to show more deference to agencies when reviewing the adequacy of an agencys
analysis under NEPA, benefitting private projects that may require federal permits and reviews.
17 
In particular, until 2025, agencies undertook NEPA
reviews pursuant to binding regulations issued by the White House Council on Environmental Quality (CEQ) as well as pursuant
to the federal agencys own NEPA procedures. After two federal courts found that CEQ did not have authority to issue binding regulations,
CEQ withdrew their regulations. In their place, agencies each issued their own NEPA procedures and, for the most part, put those procedures
in agency guidance rather than binding regulations, although the UUSACE (which issues permits that can be critical to construction) regulatory
program is a notable exception, keeping its NEPA procedures in regulations. While the agency procedures were based on a CEQ template,
there are inconsistencies among the agencies on various topics, including the requirement for public comment and consideration of various
types of impacts. These procedures make changes that are intended to streamline reviews.
Also, on May 29, 2025, the Supreme Court decided
*Seven County Infrastructure Coalition v. Eagle County*, *Colorado*, in which the Court expressed clear intention that NEPA
should be brought back in line with the statutory text and common sense. Significantly for permits that may be needed for
private projects, the Court clarified that agencies need only evaluate the effects of the specific proposed action before
them, not the impacts of other future or geographically separate projects that may be built (or extended) as a result of or in
the wake of the immediate project under consideration. The Court also emphasized that courts must afford agencies substantial deference
in reviewing agency actions under NEPA and that agencies must have broad latitude to draw a manageable line
when determining the appropriate scope of analysis. The Courts decision may reduce litigation risk and help streamline federal
reviews.
*Endangered Species Act.* The federal Endangered
Species Act, as amended (ESA), prohibits taking of listed endangered, and in some cases threatened, species. Under the ESA,
federal agencies are obligated to consult with the U.S. Fish and Wildlife Service or National Marine Fisheries Service (the Services)
if an agencys actions, including permit actions, may affect listed species or designated critical habitat. If endangered species
are located in areas of the Underlying Properties where seismic surveys, development activities or abandonment operations may be conducted,
the work could be prohibited or delayed or expensive mitigation may be required, depending on the implications for protected species and
designated critical habitat. Changes to implementing rules in the Biden Administration may, in some instances, make a federal review
process occasioned by the application for permits, rights of way, or leases more complex in certain circumstances. In addition, designation
of new species as threatened or endangered could cause the Sponsor to incur additional costs arising from species protection measures,
could result in limitations on activities, and could require a more complex regulatory compliance process. However, in 2025, the Services
issued proposed revisions to the regulations implementing the ESA Section 7 consultation process and the scope of the definition
of the term take. These regulations, if finalized, generally would be deregulatory in nature, modestly reducing the coverage
of the ESA and streamlining the ESA section 7 consultation process. Nevertheless, these rules are expected to be immediately challenged
in litigation, which will create uncertainty as to if and when these rules will go into effect. In January 2025, the Trump Administration
directed the use of the emergency consultation procedures for permitting for energy projects in the Declaring a National Energy Emergency
Executive Order.
*Employee health and safety.* The operations
of the Sponsor are subject to a number of federal and state laws and regulations, including the federal Occupational Safety and Health
Act, as amended (OSHA), and comparable state statutes, whose purpose is to protect the health and safety of workers. In
addition, the OSHA hazard communication standard, the EPA community right-to-know regulations under Title III of the federal Superfund
Amendment and Reauthorization Act and comparable state statutes require that information be maintained concerning hazardous materials
used or produced in operations and that this information be provided to employees, state and local government authorities and citizens.
18 
**Where You Can Find Other Information**
The Trust maintains a website at http://www.permianvilleroyaltytrust.com.
The Trusts filings under the Exchange Act are available at this website and are also available electronically from the website
maintained by the SEC at http://www.sec.gov. In addition, the Trust will provide electronic copies of its recent filings free of charge
to the Trust unitholders upon request to the Trustee.
| 
| Item 1A. | Risk Factors. | |
*The risk factors summarized and detailed below
could materially harm production from the Underlying Properties, operating results and/or the Trusts financial condition, adversely
affect proceeds to the Trust and cash distributions to Trust unitholders, and/or cause the price of the Trust Units to decline. These
are not all the risks the Trust faces, and other factors not presently known to the Trust or that the Trust currently believes are immaterial
may also affect the Trust if they occur.*
**Summary of Risk Factors**
The following is a summary of some of the risks
and uncertainties that could materially affect the Trusts business, financial condition and results of operations. You should read
this summary together with the more detailed description of each risk factor contained below.
**Business and Operating Risks**
| 
| | Prices of oil and natural gas fluctuate, and lower prices could reduce proceeds
to the Trust and cash distributions to Trust unitholders. | |
| 
| | Actual reserves and future production may be less than current estimates,
which could reduce cash distributions by the Trust and the value of the Trust Units. | |
| 
| | The ability or willingness of OPEC and other oil exporting nations to set
and maintain production levels has a significant impact on oil and natural gas commodity prices. | |
| 
| | Third-party operators operate all of the wells on the Underlying Properties;
therefore, the Sponsor is not in a position to control the timing of development efforts, the associated costs or the rate of production
of the reserves on such properties. | |
| 
| | Developing oil and natural gas wells and producing oil and natural gas are
costly and high-risk activities with many uncertainties that could adversely affect future production from the Underlying Properties. | |
| 
| | Shortages of equipment, services and qualified personnel could increase costs
of developing and operating the Underlying Properties and reduce the amount of cash available for distribution to Trust unitholders. | |
| 
| | The amount of cash available for distribution by the Trust depends in part
on access to and operation of gathering, transportation and processing facilities. | |
| 
| | Adverse developments in Texas, Louisiana or New Mexico could adversely impact
the results of operations and cash flows of the Underlying Properties and reduce the amount of cash available for distribution to Trust
unitholders. | |
**Financial Risks**
| 
| | The Trust Units may lose value as a result of
title deficiencies with respect to the Underlying Properties. | |
| 
| | The oil and natural gas reserves attributable
to the Underlying Properties are depleting assets and production from those reserves will diminish over time. | |
| 
| | An increase in the differential between the price
realized by the Sponsor for oil and natural gas produced from the Underlying Properties and the NYMEX or other benchmark price of oil
or natural gas could reduce the net profits payable to the Trust and, therefore, the cash distributions by the Trust and the value of
the Trust Units. | |
19 
| 
| | Higher production and development costs and expenses
related to the Underlying Properties and other costs and expenses incurred by the Trust, without concurrent increases in revenue, will
reduce the amount of cash available for distribution to Trust unitholders. | |
| 
| | The Trust has established a cash reserve for
contingent liabilities and to pay expenses in accordance with the Trust Agreement, which would reduce net profits payable to the Trust
and distributions to Trust unitholders. | |
| 
| | The amount of cash available for distribution
by the Trust could be reduced by expenses caused by uninsured claims. | |
| 
| | The Sponsors ability to perform its obligations
to the Trust could be limited by restrictions under its debt agreements. | |
| 
| | The bankruptcy of the Sponsor or any of the third-party
operators could impede the operation of the wells and the development of the proved undeveloped reserves. | |
| 
| | In the event of the bankruptcy of the Sponsor,
if a court were to hold that the Net Profits Interest was part of the bankruptcy estate, the Trust may be treated as an unsecured creditor
with respect to the Net Profits Interest attributable to properties in Louisiana and New Mexico. | |
**Risks Related to the Structure of the Trust**
| 
| | The Trust is passive in nature and neither the Trustee nor the Trust unitholders
have any ability to influence the Sponsor or control the operations or development of the Underlying Properties. | |
| 
| | Subject to specified limitations, the Sponsor may transfer all or a portion
of the Underlying Properties at any time without Trust unitholder consent. | |
| 
| | Under certain circumstances, the Trustee must sell the Net Profits Interest
and dissolve the Trust prior to the expected termination of the Trust. | |
| 
| | Conflicts of interest could arise between the Sponsor and its affiliates,
on the one hand, and the Trust and the Trust unitholders, on the other hand. | |
| 
| | The Trust is administered by a Trustee who cannot be replaced except by a
majority vote of the Trust unitholders at a special meeting. | |
| 
| | Trust unitholders have limited ability to enforce provisions of the Conveyance. | |
| 
| | Financial information of the Trust is not prepared in accordance with GAAP. | |
| 
| | The Trust is a smaller reporting company and benefits from certain reduced
governance and disclosure requirements, which could make the Trust Units less attractive to investors. | |
**Risks Related to Ownership of the Trust Units**
| 
| | If the Trust cannot meet continued listing requirements, the NYSE may delist
the Trust Units. | |
| 
| | The Sponsor may sell Trust Units in the public or private markets, and such
sales may have an adverse impact on the trading price of the Trust Units. | |
| 
| | The trading price for the Trust Units may not reflect the value of the Net
Profits Interest held by the Trust. | |
| 
| | Courts outside of Delaware may not recognize the limited liability of Trust
unitholders. | |
**Legal, Environmental and Regulatory Risks**
| 
| | The operations on the Underlying Properties are subject to complex federal,
state, local and other laws and regulations, including environmental regulations, that could adversely affect the cost, manner or feasibility
of conducting operations on them or expose the operator to significant liabilities. | |
| 
| | Climate change laws and regulations restricting emissions of greenhouse
gases could result in increased operating costs and reduced demand for the oil and natural gas that the operators produce while
the physical effects of climate change could disrupt their production and cause them to incur significant costs in preparing for or responding
to those effects. | |
20 
| 
| | Federal and state legislative and regulatory initiatives relating to hydraulic
fracturing could result in increased costs and additional operating restrictions or delays. | |
**Cybersecurity Risks**
| 
| | Cyber-attacks or other failures in telecommunications or information technology
systems could result in information theft, data corruption and significant disruption of the Sponsors or the Trustees operations. | |
**Tax Risks Related to the Trust Units**
| 
| | If the IRS were to determine (and be sustained in that determination) that
the Trust is not a grantor trust for U.S. federal income tax purposes, the Trust could be subject to more complex and costly
tax reporting requirements that could reduce the amount of cash available for distribution to Trust unitholders. | |
| 
| | Trust unitholders are required to pay taxes on their share of the Trusts
income even if they do not receive any cash distributions from the Trust. | |
| 
| | A portion of any tax gain on the disposition of the Trust Units could be
taxed as ordinary income. | |
| 
| | The IRS may challenge the Trusts approach to allocating its items
of income, gain, loss and deduction between transferors and transferees of the Trust Units each month based upon the ownership of the
Trust Units on the monthly record date, instead of on the basis of the date a particular Trust Unit is transferred. | |
**BUSINESS AND OPERATING RISKS**
**Prices of oil and natural gas fluctuate,
and lower prices could reduce proceeds to the Trust and cash distributions to Trust unitholders.**
The Trusts reserves and monthly cash distributions
are highly dependent upon the prices realized from the sale of oil and natural gas. Oil and natural gas prices can fluctuate widely on
a month-to-month basis in response to a variety of factors that are beyond the control of the Trust and the Sponsor. These factors include,
among others:
| 
| | regional, domestic and foreign supply and perceptions of supply of oil and
natural gas; | |
| 
| | the level of demand and perceptions of demand for oil and natural gas; | |
| 
| | political conditions or hostilities in oil and natural gas producing regions; | |
| 
| | the wars in Ukraine and the Persian Gulf, and the potential destabilizing
effects such conflicts may pose for the global oil and gas markets; | |
| 
| | the actions of OPEC, its members and other oil-producing nations, such as
Russia, relating to oil price and production controls, including announcements of potential changes to such levels; | |
| 
| | the levels of production of oil and natural gas of non-OPEC countries; | |
| 
| | anticipated future prices of oil and natural gas and other commodities; | |
| 
| | weather conditions and seasonal trends; | |
| 
| | technological advances affecting energy consumption and energy supply; | |
| 
| | U.S. and worldwide economic conditions; | |
| 
| | tax, trade and tariff policies of the United States and other countries involved
in global energy markets; | |
| 
| | the development, exploitation and market acceptance of alternative energy
sources as part of a transition to a lower-carbon economy; | |
| 
| | the occurrence or threat of epidemic or pandemic diseases or other public
health event or any government response to such occurrence or threat; | |
| 
| | the proximity, capacity, cost and availability of gathering and transportation
facilities; | |
| 
| | the volatility and uncertainty of regional pricing differentials; | |
21 
| 
| | governmental regulations and taxation; | |
| 
| | energy conservation and environmental measures; and | |
| 
| | acts of force majeure. | |
These factors and the volatility of the energy
markets make it extremely difficult to predict future oil and natural gas price movements with any certainty. A substantial or extended
decline in oil or natural gas prices will reduce profits to which the Trust is entitled and therefore the amount of cash available
for distribution to Trust unitholders. A prolonged period of low oil or natural gas prices may ultimately reduce the amount of oil and
natural gas that is economically viable to produce from the Underlying Properties. As a result, the operators of the Underlying Properties
could determine during periods of low commodity prices to shut-in or curtail production from wells on the Underlying Properties, or even
plug and abandon marginal wells that otherwise may have been allowed to continue to produce for a longer period under conditions of higher
prices. Specifically, an operator may abandon any well or property if it reasonably believes that the well or property can no longer produce
oil or natural gas in commercially paying quantities. This could result in termination of the Net Profits Interest relating to the abandoned
well or property.
The Underlying Properties are sensitive to decreasing
commodity prices. The commodity price sensitivity is due to a variety of factors that vary from well to well, including the costs associated
with water handling and disposal, chemicals, surface equipment maintenance, downhole casing repairs and reservoir pressure maintenance
activities that are necessary to maintain production. As a result, decreasing commodity prices may cause the expenses of certain wells
to exceed the wells revenue, in which case the operator may decide to shut-in the well or plug and abandon the well. This scenario
could reduce future cash distributions to Trust unitholders. Sustained lower prices of oil and natural gas also could negatively affect
the price of the Trust Units and the qualification of the Trust Units to remain listed on the New York Stock Exchange. See Risks
Related to Ownership of the Trust UnitsIf the Trust cannot meet the New York Stock Exchange continued listing requirements, the
NYSE may delist the Trust Units.
The Sponsor has not entered into any hedge contracts
relating to oil and natural gas volumes expected to be produced on behalf of the Trust, and the terms of the Conveyance prohibit the Sponsor
from entering into new hedging arrangements burdening the Trust. As a result, all production in which the Trust has an interest is unhedged,
and the amount of cash available for distribution may be subject to greater fluctuations due to changes in oil and natural gas prices.
**Actual reserves and future production may
be less than current estimates, which could reduce cash distributions by the Trust and the value of the Trust Units.**
The value of the Trust Units and the amount of
future cash distributions to the Trust unitholders will depend upon, among other things, the accuracy of the oil and natural gas reserves
and future production estimated to be attributable to the Trusts interest in the Underlying Properties. The Trusts reserve
quantities and net profits income are based on estimates of reserve quantities and net profits income for the Underlying Properties. See
Reserves in Item 2 of this report for a discussion of the method of allocating proved reserves to the Underlying Properties
and the Net Profits Interest. It is not possible to measure underground accumulations of oil and natural gas in an exact way, and estimating
reserves is inherently uncertain. Ultimately, actual production and revenues from the Underlying Properties could be materially lower
than estimates. Furthermore, direct operating expenses and development expenses relating to the Underlying Properties could be substantially
higher than current estimates. Petroleum engineers are required to make subjective estimates of underground accumulations of oil and natural
gas based on factors and assumptions that include:
| 
| | historical production from the area compared with production rates from other
producing areas; | |
| 
| | oil and natural gas prices, production levels, Btu content, production expenses,
transportation costs, severance and excise taxes and development expenses; | |
| 
| | the availability of enhanced recovery techniques; | |
22 
| 
| | relationships with landowners, operators, pipeline companies and others;
and | |
| 
| | the assumed effect of expected governmental regulation and future tax rates. | |
Changes in these assumptions and amounts of actual
direct operating expenses and development expenses could materially decrease reserve estimates. In addition, the quantities of recovered
reserves attributable to the Underlying Properties may decrease in the future as a result of future decreases in the price of oil or natural
gas.
The reserve report estimating the Trusts
proved reserves, future production and income attributable to the Trusts interests in the Underlying Properties as of December 31,
2025 was prepared, in accordance with applicable regulations, using an average of the NYMEX first-day-of-the-month commodity price during
the 12-month period ending on December 31, 2025 as required by the SEC. The applicable prices for 2025 were $65.34 per Bbl of oil
and $3.387 per Mcf of natural gas.
**The ability or willingness of OPEC and other
oil exporting nations to set and maintain production levels has a significant impact on oil and natural gas commodity prices, which could
reduce the amount of cash available for distribution to Trust unitholders.**
OPEC is an intergovernmental
organization that seeks to manage the price and supply of oil on the global energy market. Actions taken by OPEC members, including those
taken alongside other oil exporting nations, such as Russia, have a significant impact on global oil supply and pricing. For example,
OPEC and certain other oil exporting nations, such as Russia, have previously agreed to take measures, including production cuts, to support
crude oil prices. OPEC members and other oil exporting nations might not agree to future production cuts or other actions to support and
stabilize oil prices, and they may not reduce oil prices or increase production in the future. Uncertainty regarding future actions that
OPEC members or other oil exporting countries may take could lead to continued volatility in the price of oil, which could adversely affect
the financial condition and economic performance of the operators of the Underlying Properties and may reduce the net proceeds to which
the Trust is entitled, which could materially reduce or completely eliminate the amount of cash available for distribution to Trust unitholders
for an unknown period of time.
**Third-party operators operate all of the
wells on the Underlying Properties; therefore, the Sponsor is not in a position to control the timing of development efforts, the associated
costs or the rate of production of the reserves on such properties.**
As of December 31, 2025, all of the wells
on the Underlying Properties were operated by third-party operators. As a result, the Sponsor has limited ability to exercise influence
over, and control the risks or costs associated with, the operations of these properties. The failure of a third-party operator to adequately
or efficiently perform operations, a third-party operators breach of the applicable operating agreements or a third-party operators
failure to act in ways that are in the Sponsors or the Trusts best interests could reduce production and revenues and therefore,
proceeds payable to the Trust and, ultimately, cash available for distribution to Trust unitholders. Further, none of the third-party
operators of the Underlying Properties is obligated to undertake any development activities, so any development and production activities
will be subject to their reasonable discretion. Therefore, the success and timing of drilling and development activities on properties
operated by the third-party operators depend on factors that are largely outside of the Sponsors control, including:
| 
| | the timing and amount of capital expenditures, which could be
significantly more than anticipated; | 
|
| 
| | the availability of suitable drilling equipment, production and transportation infrastructure and qualified operating personnel; | |
| 
| | the third-party operators expertise, operating efficiency
and financial resources; | 
|
| 
| | approval of other participants in drilling wells; | 
|
| 
| | the selection of technology; | 
|
23 
| 
| | the selection of counterparties for the sale of production;
and | 
|
| 
| | the rate of production of the reserves. | 
|
The third-party operators may elect not to undertake
development activities, or may undertake such activities in an unanticipated fashion, which may result in significant fluctuations in
capital expenditures and amounts available for distribution to Trust unitholders.
In addition, disagreements may arise between one
or more of the operators, on the one hand, and the Sponsor, on the other hand, regarding the associated costs of the Underlying Properties
for which the Sponsor may be responsible, a portion of which may be attributable to the Trust, to the extent of the Trusts interest
in the Underlying Properties. Such disagreements could result in litigation or other legal proceedings, which could reduce cash available
for distribution to Trust unitholders.
**Developing oil and natural gas wells and
producing oil and natural gas are costly and high-risk activities with many uncertainties that could adversely affect future production
from the Underlying Properties. Any delays, reductions or cancellations in development and producing activities could decrease revenues
that are available for distribution to Trust unitholders.**
The process of developing oil and natural gas wells
and producing oil and natural gas on the Underlying Properties is subject to numerous risks beyond the control of the Trust, the Sponsor
or the third-party operators, including risks that could delay the operators current drilling or production schedule and the risk
that drilling will not result in commercially viable oil or natural gas production. The ability of the operators to carry out operations
or to finance planned development expenses could be materially and adversely affected by any factor that may curtail, delay, reduce or
cancel development and production, including:
| 
| | declines in oil or natural gas prices; | 
|
| 
| | delays imposed by or resulting from compliance with environmental and other
governmental or regulatory requirements, including permitting; | |
| 
| | unusual
or unexpected geological formations; | 
|
| 
| | shortages
of or delays in obtaining equipment and qualified personnel; | 
|
| 
| | lack of available gathering, transportation and processing facilities, including
availability on commercially reasonable terms, or delays in construction of gathering facilities; | |
| 
| | lack
of available capacity on interconnecting transmission pipelines; | 
|
| 
| | equipment
malfunctions, failures or accidents; | 
|
| 
| | unexpected
operational events and drilling conditions; | 
|
| 
| | market
limitations for oil or natural gas; | 
|
| 
| | pipe
or cement failures; | 
|
| 
| | casing
collapses; | 
|
| 
| | lost
or damaged drilling and service tools; | 
|
| 
| | loss
of drilling fluid circulation; | 
|
24 
| 
| | uncontrollable
flows of oil and natural gas, inert gas, water or drilling fluids; | 
|
| 
| | blowouts,
explosions, fires and natural disasters; | 
|
| 
| | environmental hazards, such as oil and natural gas leaks, pipeline ruptures
and discharges of toxic gases or other pollutants into the surface or subsurface environment; | |
| 
| | adverse
weather conditions; and | 
|
| 
| | oil
or natural gas property title problems or legal disputes regarding leasehold rights. | 
|
If planned operations, including drilling of development
wells, are delayed or cancelled, or if existing wells or development wells experience production below anticipated levels due to one or
more of the foregoing factors or for any other reason, future distributions to Trust unitholders may be reduced. If an operator incurs
increased costs due to one or more of the foregoing factors or for any other reason and is unable to recover such costs from insurance,
future distributions to Trust unitholders may be reduced.
**Shortages of equipment, services and qualified
personnel could increase costs of developing and operating the Underlying Properties and reduce the amount of cash available for distribution
to Trust unitholders.**
The demand for qualified and experienced personnel
to conduct field operations, geologists, geophysicists, engineers and other professionals in the oil and natural gas industry can fluctuate
significantly, often in correlation with oil and natural gas prices, causing periodic shortages. Historically, there have been shortages
of drilling rigs and other equipment as demand for rigs and equipment has increased along with the number of wells being drilled. These
factors also cause significant increases in costs for equipment, services and personnel. Higher oil and natural gas prices generally stimulate
demand and result in increased prices for drilling rigs, crews and associated supplies, equipment and services. Shortages of field personnel
and equipment or price increases could hinder the ability of the operators of the Underlying Properties to conduct the operations that
they currently have planned for the Underlying Properties, which would reduce the amount of cash received by the Trust and available for
distribution to Trust unitholders.
**The amount of cash available for distribution
by the Trust depends in part on access to and operation of gathering, transportation and processing facilities. Any limitation in the
availability of those facilities could interfere with sales of oil and natural gas production from the Underlying Properties.**
The amount of oil and natural gas that may be produced
and sold from a well is subject to curtailment in certain circumstances, such as by reason of weather conditions, pipeline interruptions
due to scheduled and unscheduled maintenance, failure of tendered oil and natural gas to meet quality specifications of gathering lines
or downstream transporters, excessive line pressure which prevents delivery, physical damage to the gathering system or transportation
system or lack of contracted capacity on such systems. The curtailments may vary from a few days to several months. In many cases, the
operators of the Underlying Properties receive only limited notice, if any, as to when production will be curtailed and the duration of
such curtailments. If the operators of the Underlying Properties are forced to reduce production due to such a curtailment, the revenues
of the Trust and the amount of cash distributions to the Trust unitholders similarly would be reduced due to the reduction of profits
from the sale of production.
**Adverse developments in Texas, Louisiana
or New Mexico could adversely impact the results of operations and cash flows of the Underlying Properties and reduce the amount of cash
available for distribution to Trust unitholders.**
The operations of the Underlying Properties are
focused on the production and development of oil and natural gas within the states of Texas, Louisiana and New Mexico. As a result, the
results of operations and cash flows of the Underlying Properties depend upon continuing operations in these areas. This concentration
could disproportionately expose the Trusts interests to operational and regulatory risk in these areas. Due to the lack of geographic
diversification, adverse developments in exploration and production of oil and natural gas in any of these areas of operation could have
a significantly greater impact on the results of operations and cash flows of the Underlying Properties than if the operations were more
diversified.
25 
**FINANCIAL RISKS**
**The Trust Units may lose value as a result
of title deficiencies with respect to the Underlying Properties.**
Enduro acquired the Underlying Properties through
various acquisitions in late 2010 and early 2011. The Sponsor acquired Enduros interests in the Underlying Properties pursuant
to the Sale Transaction that closed in August 2018. The existence of a material title deficiency with respect to the Underlying Properties
could reduce the value of a property or render it worthless, thus adversely affecting the Net Profits Interest and the distributions to
Trust unitholders. The Sponsor does not obtain title insurance covering mineral leaseholds, and the Sponsors failure to cure any
title defects may cause the Sponsor to lose its rights to production from the Underlying Properties. If a material title problem were
to arise, net profits available for distribution to Trust unitholders, and the value of the Trust Units, may be reduced.
**The oil and natural gas reserves attributable
to the Underlying Properties are depleting assets and production from those reserves will diminish over time. Furthermore, because the
Trust is precluded from acquiring other oil and natural gas properties or net profits interests to replace the depleting assets and production,
proceeds to the Trust and cash distributions to Trust unitholders will decrease over time.**
The net profits payable to the Trust attributable
to the Net Profits Interest are derived from the sale of production of oil and natural gas from the Underlying Properties. The oil and
natural gas reserves attributable to the Underlying Properties are depleting assets, which means that the reserves and the quantity of
oil and natural gas produced from the Underlying Properties will decline over time.
Future maintenance projects on the Underlying Properties
may affect the quantity of proved reserves that can be economically produced from wells on the Underlying Properties. The timing and size
of these projects will depend on, among other factors, the market prices of oil and natural gas. Neither the Sponsor nor, to the Sponsors
knowledge, the third-party operators have a contractual obligation to develop or otherwise pay development expenses on the Underlying
Properties in the future. Furthermore, with respect to properties for which the Sponsor is not designated as the operator, the Sponsor
has limited control over the timing or amount of those development expenses. The Sponsor also has the right to non-consent and not participate
in the development expenses on properties for which it is not the operator, in which case the Sponsor and the Trust will not receive the
production resulting from such development expenses. If the operators of the Underlying Properties do not implement maintenance projects
when warranted, the future rate of production decline of proved reserves may be higher than the rate currently expected by the Sponsor
or estimated in the reserve report.
The Trust Agreement provides that the Trusts
activities are limited to owning the Net Profits Interest and any activity reasonably related to such ownership, including activities
required or permitted by the terms of the Conveyance related to the Net Profits Interest. As a result, the Trust is not permitted to acquire
other oil and natural gas properties or net profits interests to replace the depleting assets and production attributable to the Net Profits
Interest.
Because the net profits payable to the Trust are
derived from the sale of depleting assets, the portion of the distributions to Trust unitholders attributable to depletion may be considered
to have the effect of a return of capital as opposed to a return on investment. Eventually, the Underlying Properties burdened by the
Net Profits Interest may cease to produce in commercially paying quantities and the Trust may, therefore, cease to receive any distributions
of net profits therefrom. At that point the value of the Trust Units should be expected to be $0.
**An increase in the differential between the
price realized by the Sponsor for oil or natural gas produced from the Underlying Properties and the NYMEX or other benchmark price of
oil or natural gas could reduce the net profits payable to the Trust and, therefore, the cash distributions by the Trust and the value
of the Trust Units.**
26 
The prices received for the Sponsors oil
and natural gas production usually fall below the relevant benchmark prices, such as NYMEX, that are used for calculating hedge positions.
The difference between the price received and the benchmark price is called a basis differential. The differential may vary significantly
due to market conditions, the quality and location of production and other factors. The Sponsor cannot accurately predict oil or natural
gas differentials. Increases in the differential between the realized price of oil and natural gas and the benchmark price for oil and
natural gas could reduce the profits to the Trust, the cash distributions by the Trust and the value of the Trust Units.
**Higher production and development costs and
expenses related to the Underlying Properties and other costs and expenses incurred by the Trust, without concurrent increases in revenue,
will reduce the amount of cash available for distribution to Trust unitholders.**
The Trust indirectly bears an 80% share of all
costs and expenses related to the Underlying Properties, such as direct operating and development expenses, which reduces the amount of
cash received by the Trust and thereafter distributable to Trust unitholders. Accordingly, higher costs and expenses related to the Underlying
Properties will directly decrease the amount of cash received by the Trust in respect of its Net Profits Interest. Historical costs may
not be indicative of future costs. For example, the third-party operators may in the future propose additional drilling projects that
significantly increase the capital expenditures associated with the Underlying Properties, which could reduce cash available for distribution
by the Trust. In addition, cash available for distribution by the Trust will be further reduced by the Trusts general and administrative
expenses.
If direct operating and development expenses on
the Underlying Properties, together with the other costs, exceed gross profits of production from the Underlying Properties, the Trust
will not receive net profits from those properties until future gross profits from production exceed the total of the excess costs, plus
accrued interest at the prime rate. If the Trust does not receive net profits pursuant to the Net Profits Interest, or if such net profits
are reduced, the Trust will not be able to distribute cash to the Trust unitholders, or such cash distributions will be reduced, respectively.
Development activities may not generate sufficient additional revenue to repay the costs.
**The Trust has established
a cash reserve for contingent liabilities and to pay expenses in accordance with the Trust Agreement, which would reduce net profits payable
to the Trust and distributions to Trust unitholders.**
The Trusts source
of capital is the cash flows from the Net Profits Interest. Pursuant to the Trust Agreement, the Trust may establish a cash reserve through
the withholding of cash for contingent liabilities and to pay expenses, which will reduce the amount of cash otherwise available for distribution
to Trust unitholders.
In November 2021, the Trustee notified the
Sponsor of the Trustees intent to build a cash reserve for the payment of future known, anticipated or contingent expenses or liabilities
of the Trust. From February 2022 through March 2023, the Trustee withheld $37,833, and commencing with the distribution to Trust
unitholders paid in April 2023 has been withholding and, in the future, intends to withhold $50,000, from the funds otherwise available
for distribution each month to gradually build a cash reserve of approximately $2.3 million. As of December 31, 2025, the cumulative
cash reserve balance was $1,441,386. The Trustee may increase or decrease the targeted amount at any time, and may increase or decrease
the rate at which it is withholding funds to build the cash reserve at any time, without advance notice to the Trust unitholders.
**The amount of cash available for distribution
by the Trust could be reduced by expenses caused by uninsured claims.**
The Sponsor maintains insurance coverage against
potential losses that it believes is customary in its industry. The Sponsor currently maintains general liability insurance and excess
liability coverage. The Sponsors excess liability coverage and general liability insurance do not have deductibles. The general
liability insurance covers the Sponsor and its subsidiaries for legal and contractual liabilities arising out of bodily injury or property
damage, including any resulting loss of use to third parties, and for sudden and accidental pollution or environmental liability, while
the excess liability coverage is in addition to and triggered if the general liability per occurrence limit is reached. In addition, the
Sponsor maintains control of well insurance with per occurrence limits depending on the status of the well and deductibles consistent
with industry standards. The Sponsors general liability insurance and excess liability policies do not provide coverage with respect
to legal and contractual liabilities of the Trust, and the Trust does not maintain such coverage since it is passive in nature and does
not have any ability to influence the Sponsor or control the operations or development of the Underlying Properties.
27 
The Sponsor does not currently have any insurance
policies in effect that are intended to provide coverage for losses solely related to hydraulic fracturing operations, other than its
general liability and excess liability insurance policies that may cover third-party claims related to hydraulic fracturing operations
in accordance with, and subject to, the terms of such policies. These policies may not cover fines, penalties or costs and expenses related
to government-mandated cleanup of pollution. In addition, these policies do not provide coverage for all liabilities, and the insurance
coverage may not be adequate to cover claims that may arise; moreover, the Sponsor may not be able to maintain adequate insurance at rates
it considers reasonable. The occurrence of an event not fully covered by insurance could result in a significant decrease in the amount
of cash available for distribution by the Trust. The Trust does not maintain any type of insurance against any of the risks of conducting
oil and gas exploration and production, hydraulic fracturing operations, or related activities.
**The Sponsors ability to perform its
obligations to the Trust could be limited by restrictions under its debt agreements**.
The Sponsor has various contractual obligations
to the Trust under the Trust Agreement and Conveyance. Restrictions under the Sponsors debt agreements, including certain
covenants, financial ratios and tests, could impair its ability to fulfill its obligations to the Trust. The requirement that the
Sponsor comply with these restrictive covenants and financial ratios and tests may materially adversely affect its ability to react to
changes in market conditions, take advantage of business opportunities it believes to be desirable, obtain future financing, fund needed
capital expenditures or withstand a continuing or future downturn in its business which may, in turn, impair the Sponsors operations
and its ability to perform its obligations to the Trust under the Trust Agreement and Conveyance. If the Sponsor is unable to perform
its obligations to the Trust under the Trust Agreement or Conveyance, it could have a material adverse effect on the Trust.
**The bankruptcy of the Sponsor or any of the
third-party operators could impede the operation of the wells and the development of the proved undeveloped reserves.**
The value of the Net Profits Interest and the Trusts
ultimate cash available for distribution is highly dependent on the financial condition of the operators of the Underlying Properties.
None of the operators of the Underlying Properties, including the Sponsor, has agreed with the Trust to maintain a certain net worth or
to be restricted by other similar covenants.
The ability to develop and operate the Underlying
Properties depends on the future financial condition and economic performance and access to capital of the operators of those properties,
which in turn will depend upon the supply and demand for oil and natural gas, prevailing economic conditions and financial, business and
other factors, many of which are beyond the control of the Sponsor and the third party operators. Reduced demand for crude oil in the
global market could have a negative impact on the financial condition and economic performance of one or more of the operators of the
Underlying Properties. The Sponsor is not a reporting company and is not required to file periodic reports with the SEC pursuant to the
Exchange Act. Therefore, Trust unitholders do not have access to financial information about the Sponsor.
In the event of any future bankruptcy of any operator
of the Underlying Properties, the working interest owners in the affected properties will have to seek a new party to perform the development
and the operations of the affected wells. The working interest owners may not be able to find a replacement driller or operator, and they
may not be able to enter into a new agreement with such replacement party on favorable terms within a reasonable period. As a result,
such a bankruptcy may result in reduced production from the reserves and decreased distributions to Trust unitholders, and could adversely
affect the value of the Net Profits Interest.
**In the event of the bankruptcy of the Sponsor,
if a court were to hold that the Net Profits Interest was part of the bankruptcy estate, the Trust may be treated as an unsecured creditor
with respect to the Net Profits Interest attributable to properties in Louisiana and New Mexico.**
The Sponsor and the Trust believe that, in a bankruptcy
of the Sponsor, the Net Profits Interest would be viewed as a separate property interest under Texas law and, as such, outside of the
Sponsors bankruptcy estate. However, if the bankruptcy court were to hold otherwise, or if Louisiana or New Mexico law were held
to be applicable, the Net Profits Interest might be considered an asset of the bankruptcy estate and used to satisfy obligations to creditors
of the Sponsor, in which case the Trust would be an unsecured creditor of the Sponsor at risk of losing the entire value of the Net Profits
Interest to senior creditors.
28 
**RISKS RELATED TO THE STRUCTURE OF THE TRUST**
**The Trust is passive in nature and neither
the Trustee nor the Trust unitholders have any ability to influence the Sponsor or control the operations or development of the Underlying
Properties.**
The Trust Units are a passive investment that entitles
the Trust unitholders to only receive cash distributions derived from the Net Profits Interest. Trust unitholders have no voting rights
with respect to the Sponsor and, therefore, have no managerial, contractual or other ability to influence the Sponsors or the third-party
operators activities or the operations of the Underlying Properties. Oil and natural gas properties are typically managed pursuant
to an operating agreement among the working interest owners of oil and natural gas properties. As of December 31, 2025, all of the
wells on the Underlying Properties were operated by third-party operators. The typical operating agreement contains procedures whereby
the owners of the working interests in the property designate one of the interest owners to be the operator of the property. Under these
arrangements, the operator is typically responsible for making all decisions relating to drilling activities, sale of production, compliance
with regulatory requirements and other matters that affect the property. Neither the Trustee nor the Trust unitholders have any contractual
ability to influence or control the field operations of, sale of oil or natural gas from, or any future development of, the Underlying
Properties. The current operators developing the Underlying Properties are under no obligations to continue operations on the Underlying
Properties. Neither the Trustee nor the Trust unitholders have the right to replace an operator.
**Subject to specified limitations, the Sponsor
may transfer all or a portion of the Underlying Properties at any time without Trust unitholder consent.**
The Sponsor at any time may transfer all or part
of the Underlying Properties, subject to and burdened by the Net Profits Interest, and may, along with the third-party operators, abandon
individual wells or properties reasonably believed to be not economically viable. Trust unitholders will not be entitled to vote on any
transfer or abandonment of the Underlying Properties, and the Trust will not receive any net proceeds from any such transfer, except in
the limited circumstances when the Net Profits Interest is released in connection with such transfer, in which case the Trust will receive
an amount equal to the fair market value (net of sales costs) of the Net Profits Interest released. Following any sale or transfer of
any of the Underlying Properties, if the Net Profits Interest is not released in connection with such sale or transfer, the Net Profits
Interest will continue to burden the transferred property and net profits attributable to such property will be calculated as part of
the computation of net profits. The Sponsor may delegate to the transferee responsibility for all of the Sponsors obligations relating
to the Net Profits Interest on the portion of the Underlying Properties transferred.
In addition, the Sponsor may, without the consent
of the Trust unitholders, require the Trustee to release the Net Profits Interest associated with any lease that accounts for no more
than 0.25% of the total production from the Underlying Properties in the prior 12 months, provided that the Net Profits Interest covered
by such releases cannot exceed, during any 12-month period, an aggregate fair market value to the Trust of $500,000. These releases may
be made only in connection with a sale by the Sponsor to a non-affiliate of the relevant Underlying Properties and are conditioned upon
an amount equal to the fair market value of such Net Profits Interest being treated as an offset amount against costs and expenses. For
example, in September 2025, the Sponsor sold approximately $0.4 million in non-producing, non-cash flowing acreage to a private oil
company, free and clear of the Net Profits Interest, as permitted under the Trust Agreement.
The third-party operators and the Sponsor may enter
into farm-out, operating, participation and other similar agreements to develop the property without the consent or approval of the Trustee
or any Trust unitholder.
**Under certain circumstances, the Trustee
must sell the Net Profits Interest and dissolve the Trust prior to the expected termination of the Trust. As a result, Trust unitholders
may not recover their investment.**
29 
The Trustee must sell the Net Profits Interest
and dissolve the Trust if the holders of at least 75% of the outstanding Trust Units approve the sale or vote to dissolve the Trust. The
Trustee must also sell the Net Profits Interest and dissolve the Trust if the annual cash proceeds received by the Trust attributable
to the Net Profits Interest are less than $2 million for each of any two consecutive years. The net profits of any such sale will be distributed
to the Trust unitholders; however, Trust unitholders may not recover their investment in the Trust Units.
**Conflicts of interest could arise between
the Sponsor and its affiliates, on the one hand, and the Trust and the Trust unitholders, on the other hand.**
As working interest owners in, and the operators
of certain wells on, the Underlying Properties, the Sponsor and its affiliates could have interests that conflict with the interests of
the Trust and the Trust unitholders. For example:
| 
| | The Sponsors interests may conflict with those of the Trust and the Trust unitholders in situations involving the development,
maintenance, operation or abandonment of certain wells on the Underlying Properties for which the Sponsor acts as the operator. The Sponsor
also may make decisions with respect to development expenses that adversely affect the Underlying Properties. These decisions include
reducing development expenses on properties for which the Sponsor acts as the operator, which could cause oil and natural gas production
to decline at a faster rate and thereby result in lower cash distributions by the Trust in the future. | |
| 
| | The Sponsor may sell some or all the Underlying Properties without taking into consideration the interests of the Trust unitholders.
Such sales may not be in the best interests of the Trust unitholders. These purchasers may lack the Sponsors experience or its
creditworthiness. The Sponsor also has the right, under certain circumstances, to cause the Trustee to release all or a portion of the
Net Profits Interest in connection with a sale of a portion of the Underlying Properties to which such Net Profits Interest relates. In
such an event, the Trust is entitled to receive the fair value (net of sales costs) of the Net Profits Interest released. | |
| 
| | The Sponsor may sell its Trust Units without considering the effects such sale may have on Trust Unit prices or on the Trust itself.
Additionally, the Sponsor can vote its Trust Units in its sole discretion without considering the interests of the other Trust unitholders.
The Sponsor is not a fiduciary with respect to the Trust unitholders or the Trust and does not owe any fiduciary duties or liabilities
to the Trust unitholders or the Trust. | |
**The Trust is administered by a Trustee who
cannot be replaced except by a majority vote of the Trust unitholders at a special meeting, which may make it difficult for Trust unitholders
to remove or replace the Trustee.**
The affairs of the Trust are administered by the
Trustee. The voting rights of a Trust unitholder are more limited than those of stockholders of most public corporations. For example,
there is no requirement for annual meetings of Trust unitholders or for an annual or other periodic re-election of the Trustee. The Trust
Agreement provides that the Trustee may only be removed and replaced by the holders of a majority of the Trust Units present in person
or by proxy at a meeting of such holders where a quorum is present, including Trust Units held by the Sponsor, called by either the Trustee
or the holders of not less than 10% of the outstanding Trust Units. As a result, it will be difficult for public Trust unitholders to
remove or replace the Trustee without the cooperation of holders of a significant percentage of total Trust Units.
**Trust unitholders have limited ability to
enforce provisions of the Conveyance, and the Sponsors liability to the Trust is limited.**
The Trust Agreement permits the Trustee to sue
the Sponsor or any other future owner of the Underlying Properties to enforce the terms of the Conveyance. If the Trustee does not take
appropriate action to enforce provisions of the Conveyance, Trust unitholders recourse would be limited to bringing a lawsuit against
the Trustee to compel the Trustee to take specified actions. The Trust Agreement expressly limits a Trust unitholders ability to
directly sue the Sponsor or any other third party other than the Trustee. As a result, Trust unitholders will not be able to sue the Sponsor
or any future owner of the Underlying Properties to enforce these rights. Furthermore, the Conveyance provides that, except as set forth
in the Conveyance, the Sponsor will not be liable to the Trust for the manner in which it performs its duties in operating the Underlying
Properties as long as it acts without gross negligence or willful misconduct. In addition, the Trust Agreement provides that, to the fullest
extent permitted by law, the Sponsor is not subject to fiduciary duties or liable for conflicts of interest principles.
30 
**Financial information of the Trust is not
prepared in accordance with GAAP.**
The financial statements of the Trust are prepared
on a modified cash basis of accounting, which is a comprehensive basis of accounting other than accounting principles generally accepted
in the United States, or GAAP. Although this basis of accounting is permitted for royalty trusts by the SEC, the financial statements
of the Trust differ from GAAP financial statements because revenues are not accrued in the month of production, expenses are recorded
when paid and not when incurred, and cash reserves may be established for specified contingencies and deducted which could not be accrued
in GAAP financial statements.
**The Trust is a smaller reporting company
and benefits from certain reduced governance and disclosure requirements, including that the Trusts independent registered public
accounting firm is not required to attest to the effectiveness of the Trusts internal control over financial reporting. The Trust
cannot be certain if the omission of reduced disclosure requirements applicable to smaller reporting companies will make the Trust Units
less attractive to investors.**
Currently, the Trust is a smaller reporting
company, meaning that the outstanding Trust Units held by nonaffiliates had a value of less than $250 million at the end of
the Trusts most recently completed second fiscal quarter. As a smaller reporting company, the Trust is not required to comply with
the auditor attestation requirements of Section 404 of the Sarbanes-Oxley Act, meaning the Trusts auditors are not required
to attest to the effectiveness of the Trusts internal control over financial reporting. As a result, investors and others
may be less comfortable with the effectiveness of the Trusts internal controls and the risk that material weaknesses or other
deficiencies in internal controls go undetected may increase. In addition, as a smaller reporting company, the Trust takes advantage
of its ability to provide certain other less comprehensive disclosures in its SEC filings, including, among other things, providing only two
years of audited financial statements in annual reports. Consequently, it may be more challenging for investors to analyze the Trusts
results of operations and financial prospects, as the information the Trust provides to Trust unitholders may be different from what
one might receive from other public companies in which one holds shares. As a smaller reporting company, the Trust is not required to
provide this information.
**RISKS RELATED TO OWNERSHIP OF THE TRUST UNITS**
**If the Trust cannot meet the New York Stock
Exchange continued listing requirements, the NYSE may delist the Trust Units.**
Under the continued listing requirements of the
NYSE, a company will be considered to be out of compliance with the exchanges minimum price requirement if the companys
average closing price over a consecutive 30 trading day period (Average Closing Price) is less than $1.00 (the Minimum
Price Requirement). Under NYSE rules, a company that is out of compliance with the Minimum Price Requirement has a cure period
of six months to regain compliance if it notifies the NYSE within 10 business days of receiving a deficiency notice of its intention to
cure the deficiency. A company may regain compliance if on the last trading day of any calendar month during the cure period the company
has a closing share price of at least $1.00 and an average closing share price of at least $1.00 over the 30-trading-day period ending
on the last trading day of that month. If at the expiration of the cure period, both a $1.00 closing share price on the last trading day
of the cure period and a $1.00 average closing share price over the 30-trading-day period ending on the last trading day of the cure period
are not attained, the NYSE will commence suspension and delisting procedures. If delisted by the NYSE, a companys shares may be
transferred to the over-the-counter (OTC) market, a significantly more limited market than the NYSE, which could affect
the market price, trading volume, liquidity and resale price of such shares. Securities that trade on the OTC markets also typically experience
more volatility compared to securities that trade on a national securities exchange. During the cure period, the companys shares
would continue to trade on the NYSE, subject to compliance with other continued listing requirements. The Trust has fallen out of compliance
with the Minimum Price Requirement in the past, most recently in 2020, and although the Trust was able to regain compliance within the
applicable grace period, the Trust may be unable to maintain compliance in the future and could again become subject to the NYSE delisting
procedures. Over the 30-day trading period that ended March 19, 2026, the closing price of the Trust Units on the NYSE ranged from
a high of $1.93 on March 20, 2026 to a low of $1.62 on February 26, 2026.
31 
**The Sponsor may sell Trust Units in the public
or private markets, and such sales could have an adverse impact on the trading price of the Trust Units.**
As of March 23, 2026, the Sponsor holds an
aggregate of 7,363,961 Trust Units. The Sponsor may sell Trust Units in the public or private markets, and any such sales could have an
adverse impact on the price of the Trust Units. On June 22, 2022, pursuant to the Registration Rights Agreement between the Trust
and the Sponsor, the Trust filed a registration statement on Form S-3 registering the offering by the Sponsor of 8,600,000 Trust
Units. Since the registration statement was declared effective on July 7, 2022, the Sponsor has sold approximately 1.2 million
Trust Units under the Registration Statement pursuant to a Rule 10b5-1 trading plan adopted in accordance with Rule 10b5-1 of
the Exchange Act.
**The trading price for the Trust Units may
not reflect the value of the Net Profits Interest held by the Trust.**
The trading price for publicly traded securities
similar to the Trust Units tends to be tied to recent and expected levels of cash distributions. The amounts available for distribution
by the Trust vary in response to numerous factors outside the control of the Trust, including prevailing prices for sales of oil and natural
gas production from the Underlying Properties and the timing and amount of direct operating expenses and development expenses. Consequently,
the market price for the Trust Units may not necessarily be indicative of the value that the Trust would realize if it sold the Net Profits
Interest to a third-party buyer. In addition, the market price may not necessarily reflect the fact that since the assets of the Trust
are depleting assets, a portion of each cash distribution paid with respect to the Trust Units should be considered by investors as a
return of capital, with the remainder being considered as a return on investment. As a result, distributions made to a Trust unitholder
over the life of these depleting assets may not equal or exceed the purchase price paid by the Trust unitholder.
**Courts outside of Delaware may not recognize
the limited liability of the Trust unitholders provided under Delaware law.**
Under the Delaware Statutory Trust Act, Trust unitholders
will be entitled to the same limitation of personal liability extended to stockholders of corporations for profit under the General Corporation
Law of the State of Delaware. The courts in jurisdictions outside of Delaware, however, might not give effect to such limitation.
**LEGAL, ENVIRONMENTAL AND REGULATORY RISKS**
**The operations of the Underlying Properties
are subject to environmental laws and regulations that could adversely affect the cost, manner or feasibility of conducting operations
on them or result in significant costs and liabilities, which could reduce the amount of cash available for distribution to Trust unitholders.**
The oil and natural gas exploration and production
operations on the Underlying Properties are subject to stringent and comprehensive federal, state and local laws and regulations governing
the discharge of materials into the environment or otherwise relating to environmental protection. These laws and regulations may impose
numerous obligations that apply to the operations on the Underlying Properties, including the requirement to obtain a permit before conducting
drilling, waste disposal or other regulated activities; the restriction of types, quantities and concentrations of materials that can
be released into the environment; restrictions on water withdrawal and use; the incurrence of significant development expenses to install
pollution or safety-related controls at the operated facilities; the limitation or prohibition of drilling activities on certain lands
lying within wilderness, wetlands and other protected areas; and the imposition of substantial liabilities for pollution resulting from
operations.
32 
For example, the EPA has published regulations
that impose more stringent emissions control requirements for oil and gas development and production operations, which may require the
Sponsor, its operators, or third-party contractors to incur additional expenses to control air emissions from current operations and during
new well developments by installing emissions control technologies and adhering to a variety of work practice and other requirements.
In addition, in 2012 and 2016, the EPA adopted federal New Source Performance Standards (NSPS) that require the reduction
of volatile organic compound and sulfur dioxide emissions from certain fractured and refractured natural gas wells for which well completion
operations are conducted and further require that most wells use reduced emission completions, also known as green completions.
These regulations also establish specific requirements limiting emissions from production-related wet seal and reciprocating compressors,
pumps, and from pneumatic controllers and storage vessels, and for equipment leaks. These NSPS apply to sources that are newly constructed
or modified after the rules applicability dates. More recently, in December 2023 the EPA adopted a final rule that will
directly regulate volatile organic compound and methane emissions from new oil and gas sources and will require further reductions in
emissions through its regulation of flaring, compressors, pumps, storage vessels, process controllers, well completions and liquids unloading,
and equipment leaks. At the same time, the EPA adopted emissions guidelines that will apply to existing oil and gas sources and that require
reductions in volatile organic compound and methane emissions that are largely equivalent to the requirements for new sources. The existing
source emissions guidelines are to be implemented through state plans, with expected compliance dates for existing sources arriving in
2029.
Numerous governmental authorities, such as the
EPA and analogous state agencies, have the power to enforce compliance with these laws and regulations and the permits issued under them,
often requiring difficult and costly actions. Failure to comply with these laws and regulations may result in the assessment of administrative,
civil or criminal penalties; the imposition of investigatory or remedial obligations; and the issuance of injunctions limiting or preventing
some or all of the operations on the Underlying Properties. Furthermore, the inability to comply with environmental laws and regulations
in a cost-effective manner, such as removal and disposal of produced water and other generated oil and gas wastes, could impair the operators
ability to produce oil and natural gas commercially from the Underlying Properties, which would reduce profits attributable to the Net
Profits Interest.
There is inherent risk of incurring significant
environmental costs and liabilities in the operations on the Underlying Properties as a result of the handling of petroleum hydrocarbons
and wastes, air emissions and wastewater discharges related to operations, and historical industry operations and waste disposal practices.
Under certain environmental laws and regulations, the operators could be subject to joint and several strict liability for the removal
or remediation of previously released materials or property contamination regardless of whether such operators were responsible for the
release or contamination or whether the operations were in compliance with all applicable laws at the time those actions were taken. Private
parties, including the owners of properties upon which wells are drilled and facilities where petroleum hydrocarbons or wastes are taken
for reclamation or disposal, may also have the right to pursue legal actions to enforce compliance as well as to seek damages for non-compliance
with environmental laws and regulations or for personal injury or property damage. In addition, the risk of accidental spills or releases
could expose the operators of the Underlying Properties to significant liabilities that could have a material adverse effect on the operators
businesses, financial condition and results of operations and could reduce the amount of cash available for distribution to Trust unitholders.
Changes in environmental laws and regulations occur frequently, and any changes that result in more stringent or costly operational control
requirements or waste handling, storage, transport, disposal or cleanup requirements could require the operators of the Underlying Properties
to make significant expenditures to attain and maintain compliance and may otherwise have a material adverse effect on their results of
operations, competitive position or financial condition.
The Trust will indirectly bear 80% of all costs
and expenses paid by the Sponsor, including those related to environmental compliance and liabilities associated with the Underlying Properties,
including costs and liabilities resulting from conditions that existed prior to the Sponsors acquisition of the Underlying Properties
unless such costs and expenses result from the operators negligence or misconduct. In addition, as a result of the increased cost
of compliance, the operators of the Underlying Properties may decide to discontinue drilling.
Neither the Sponsor nor the Trust is generally
entitled to, nor required to provide, indemnity to third party operators with respect to pollution liability and associated environmental
remediation costs. However, the Sponsor may be required to provide, and may be entitled to, indemnity from third party operators with
respect to such liabilities and costs in the event of the other partys gross negligence or misconduct. In addition, the Sponsor
has agreed to assume certain environmental liabilities of prior owners of the Underlying Properties in connection with the purchase thereof.
33 
**The operations on the Underlying Properties
are subject to complex federal, state, local and other laws and regulations that could adversely affect the cost, manner or feasibility
of conducting operations on them or expose the operator to significant liabilities, which could reduce the amount of cash available for
distribution to Trust unitholders.**
The production and development operations on the
Underlying Properties are subject to complex and stringent laws and regulations. To conduct their operations in compliance with these
laws and regulations, the operators of the Underlying Properties must obtain and maintain numerous permits, drilling bonds, approvals
and certificates from various federal, state and local governmental authorities and engage in extensive reporting. The operators of the
Underlying Properties may incur substantial costs and experience delays in order to maintain compliance with these existing laws and regulations,
and the Trust will bear an 80% share of these costs. In addition, the operators costs of compliance may increase if existing laws
and regulations are revised or reinterpreted, or if new laws and regulations become applicable to their operations. Such costs could have
a material adverse effect on the operators business, financial condition and results of operations and reduce the amount of cash
received by the Trust in respect of the Net Profits Interest. The operators of the Underlying Properties must also comply with laws and
regulations prohibiting fraud and market manipulations in energy markets. To the extent the operators of the Underlying Properties are
shippers on interstate pipelines, they must comply with the tariffs of such pipelines and with federal policies related to the use of
interstate capacity, and such compliance costs will be borne in part by the Trust.
Laws and regulations governing exploration and
production may also affect production levels. The operators of the Underlying Properties are required to comply with federal and state
laws and regulations governing conservation matters, including: provisions related to the unitization or pooling of the oil and natural
gas properties; the establishment of maximum rates of production from wells; the spacing of wells; the plugging and abandonment of wells;
and the removal of related production equipment. Additionally, state and federal regulatory authorities may expand or alter applicable
pipeline safety laws and regulations, compliance with which may require increase capital costs on the part of the operators and third
party downstream natural gas transporters. These and other laws and regulations can limit the amount of oil and natural gas the operators
can produce from their wells, limit the number of wells they can drill, or limit the locations at which they can conduct drilling operations,
which in turn could negatively impact Trust distributions, estimated and actual future net revenues to the Trust and estimates of reserves
attributable to the Trusts interests.
New laws or regulations, or changes to existing
laws or regulations, may unfavorably impact the operators of the Underlying Properties and result in increased operating costs or have
a material adverse effect on their financial condition and results of operations and reduce the amount of cash received by the Trust.
For example, Congress is currently considering legislation that, if adopted in its proposed form, would subject companies involved in
oil and natural gas exploration and production activities to, among other items, additional regulation of and restrictions on hydraulic
fracturing of wells, the elimination of certain U.S. federal tax incentives and deductions available to oil and natural gas exploration
and production activities and the prohibition or additional regulation of private energy commodity derivative and hedging activities.
These and other potential regulations could increase the operating costs of the Underlying Properties, reduce the operators liquidity,
delay the operators operations or otherwise alter the way the operators conduct their business, any of which could have a material
adverse effect on the Trust and the amount of cash available for distribution to Trust unitholders.
**Climate change laws and regulations restricting
emissions of greenhouse gases could result in increased operating costs and reduced demand for the oil and natural gas that
the operators produce while the physical effects of climate change could disrupt their production and cause them to incur significant
costs in preparing for or responding to those effects.**
34 
The Trump Administrations efforts to roll
back federal regulation of greenhouse gases (GHGs) represent a significant shift in federal climate policy, though the ultimate
impact of those efforts on the Sponsor is unclear. In 2009, the EPA found that emissions of carbon dioxide, methane and other GHGs may
present an endangerment to public health and the environment and subsequently issued regulations to restrict emissions of greenhouse gases
under existing provisions of the CAA. These regulations include limits on tailpipe emissions from motor vehicles, preconstruction and
operating permit requirements for certain large stationary sources, and methane emissions standards for certain new, modified and reconstructed
oil and gas sources as well as the EPAs methane emissions guidelines for existing oil and gas sources that were adopted
in 2024. The EPA also has adopted rules requiring the reporting of GHG emissions from specified large greenhouse gas emission sources
in the United States, as well as certain onshore oil and natural gas production facilities, on an annual basis. Shortly after President
Trump took office in January 2025, the federal government embarked on a series of changes relating to climate policy and regulation.
On January 20, 2025, President Trump announced the withdrawal of the United States from the Paris Climate Agreement. In July 2025,
the EPA issued a proposed rule to rescind the 2009 GHG endangerment finding that provided a basis for GHG regulation under the CAA.
In September 2025, the EPA proposed to rescind the GHG reporting program for sectors other than the oil and gas sector, while proposing
to suspend GHG reporting requirements for the oil and gas sector until 2034. In February 2026, the EPA adopted a final rule repealing
its prior endangerment finding, which opens the door for the EPA to repeal its GHG rules for the oil and gas sector.
The EPA has established methane standards for oil
and gas sources under the CAA based on the now-repealed GHG endangerment finding. In 2024, the EPA adopted a final rule that will
directly regulate volatile organic compound and methane emissions from new oil and gas sources and will require further emissions reductions
through its regulation of flaring, compressors, pumps, storage vessels, process controllers, well completions and liquids unloading, and
equipment leaks. At the same time, the EPA adopted emissions guidelines that will apply to existing oil and gas sources and that require
reductions in volatile organic compound and methane emissions that are largely equivalent to the requirements for new sources. The existing
source emissions guidelines are to be implemented through state plans, with expected compliance dates for existing sources arriving in
2029. In 2025, however, the EPA extended certain compliance deadlines for both new and existing sources, and the 2026 endangerment finding
repeal provides a basis for undoing the oil and gas methane standards, though the fact that the oil and gas standards address both methane
and volatile organic compounds, which are regulated independently of the EPAs authority to regulate GHGs, may limit the impact
of future changes to the methane standards that currently apply to oil and gas sources.
The Inflation Reduction Act of 2022 (IRA)
included new CAA section 136(c) directing the EPA to collect the Waste Emissions Charge (WEC) from facilities in the
oil and gas sector that report more than 25,000 tons of carbon dioxide equivalent emissions in a calendar year. The charge will first
apply to methane emissions from calendar year 2024. The charge is determined by comparing actual reported methane emissions to statutorily
established methane intensity figures that are based on gas production or throughput, with a charge assessed for every ton
of methane emissions that exceeds the facilitys allowable emissions based on the applicable methane intensity figure. The charge
will be $900 per ton for 2024 emissions and will increase to $1,200 and then $1,500 per ton in subsequent years. The program includes
key exemptions, most notably a regulatory compliance exemption that applies to and exempts the emissions from facilities that are subject
to and in complete compliance with the EPAs new or existing source methane requirements. The EPA adopted new rules to implement
the WEC program in November 2024; however, the fate of the WEC and the EPA rules implementing the WEC is unclear. In March 2025,
President Trump signed legislation repealing the EPAs 2024 WEC rules under the Congressional Review Act. The repeal of the
EPAs WEC rules did not eliminate the statutory requirement to pay the WEC, but it eliminated the rules established by
the EPA to determine the WEC due, the payment mechanism, and any payment deadlines. The U.S. Congress may be considering amendment or
repeal of certain portions of the IRA, including the statutory provisions establishing the WEC.
Meanwhile, more than one-third of the states have
begun taking actions to control and/or reduce emissions of GHGs, primarily through the planned development of GHG emission inventories
and/or regional GHG cap and trade programs. Although most of the state-level initiatives have to date focused on large sources of GHG
emissions, such as coal-fired electric plants, it is possible that smaller sources of emissions could become subject to GHG emission limitations
or allowance purchase requirements in the future. For example, the states of Colorado and New Mexico have adopted rules regulating
GHGs from the oil and gas industry that are based on the federal standards. In addition, Congress may consider adopting legislation to
reduce emissions of greenhouse gases. Any one of these climate change regulatory and legislative initiatives could have a material adverse
effect on the Sponsors business, capital expenditures, financial condition and results of operations.
35 
The adoption and implementation of regulations
imposing reporting obligations on, or limiting emissions of GHGs from, the Sponsors equipment and operations could require the
Sponsor to incur costs to reduce emissions of GHGs associated with its operations or could adversely affect demand for the natural gas
it produces. Legislation or regulations that may be adopted to address climate change could also affect the markets for the Sponsors
products by making its products less desirable than competing sources of energy. To the extent that its products are competing with lower
GHG-emitting energy, the Sponsors products may become less desirable in the market with more stringent limitations on greenhouse
gas emissions. The Sponsor cannot predict with any certainty at this time how these possibilities may affect its operations.
In addition, future regulatory initiatives in the
U.S. related to climate change disclosure or reporting could adversely affect the Trust. In 2024, the SEC issued a final rule regarding
the enhancement and standardization of mandatory climate-related disclosures for investors. The final rule mandates extensive disclosure
of climate-related data, risks, and opportunities, including financial impacts, physical and transition risks, related governance and
strategy and greenhouse gas emissions, for certain public companies. The SECs climate disclosure rule was challenged in court,
and in March 2025 the SEC announced that it had voted to end its defense of the 2024 rule. The outcome of that litigation or separate
rule changes made by the SEC may result in changes to climate-related disclosure requirements. Even in the absence of federal requirements,
however, some states have adopted climate disclosure laws or rules that are not affected by the SECs review. Compliance with
the federal or state disclosure rules may result in increased legal, accounting and financial compliance costs, make some activities
more difficult, time-consuming and costly, and place strain on the personnel, systems and resources of the Sponsor or the Trust or both.
Finally, some scientists have theorized that increasing
concentrations of GHGs in the Earths atmosphere may produce climate changes that have significant physical effects, such as increased
frequency and severity of storms, droughts, and floods and other climatic events. If any such significant physical effects were to occur,
they could have an adverse effect on the Sponsors assets and operations and cause the Sponsor to incur costs in preparing for and
responding to them. Additionally, energy needs could increase or decrease as a result of extreme weather conditions, depending on the
duration and magnitude of those conditions.
**Federal and state legislative and regulatory
initiatives relating to hydraulic fracturing could result in increased costs and additional operating restrictions or delays as well as
adversely affect the services of the operators of the Underlying Properties.**
Hydraulic fracturing is an important and common
practice that is used to stimulate production of hydrocarbons from tight formations. The process involves the injection of water, sand
and chemicals under pressure into formations to fracture the surrounding rock and stimulate production. The process is typically regulated
by state oil and gas commissions. However, several federal and local agencies have also adopted, or are considering adopting, regulations
that could further restrict or prohibit hydraulic fracturing in certain circumstances, impose more stringent operating standards
and/or require the disclosure of the composition of hydraulic fracturing fluids. See Item 1 Business Environmental
Matters and Regulation Hydraulic fracturing.
Increased regulation and attention given to the hydraulic
fracturing process and associated processes could lead to greater opposition to, and litigation concerning, oil and natural gas production
activities using hydraulic fracturing techniques. Additional legislation or regulation could also lead to operational delays
or increased operating costs in the production of oil and natural gas, including from developing shale plays, or could make it more difficult
to perform hydraulic fracturing. The adoption of any federal, state or local laws or the implementation of regulations regarding hydraulic
fracturing could require the Sponsor or the third party operators to incur development expenses to install and utilize specific equipment,
technologies, or work practices to control emissions from their operations, which could reduce the profits available to the Trust and
potentially impair the economic development of the Underlying Properties.
Some states have adopted, and other states are
considering adopting, regulations that could restrict or impose additional requirements relating to hydraulic fracturing in certain circumstances,
including the disclosure of information regarding the substances used in the hydraulic fracturing process. Such federal or state legislation
could require the disclosure of chemical constituents used in the fracturing process to state or federal regulatory authorities who could
then make such information publicly available. Disclosure of chemicals used in the fracturing process could make it easier for third parties
opposing hydraulic fracturing to initiate legal proceedings against producers and service providers based on allegations that specific
chemicals used in the fracturing process could adversely affect groundwater. In addition, if hydraulic fracturing is regulated at the
federal level, the Sponsors and the third party operators fracturing activities could become subject to additional permit
requirements or operational restrictions and also to associated permitting delays and potential increases in costs. In December 2014,
the Governor of New York announced that the state would maintain its moratorium on hydraulic fracturing in the state. Further, some local
governments have imposed moratoria on drilling permits within city limits so that local ordinances may be reviewed to assess their adequacy
to address such activities. Similar measures might be considered or implemented in the jurisdictions in which the Underlying Properties
are located.
36 
If new laws or regulations that significantly restrict
or otherwise impact hydraulic fracturing are passed by Congress or adopted in Texas, Louisiana or New Mexico, such legal requirements
could make it more difficult or costly for the Sponsor or the third party operators to perform hydraulic fracturing activities and thereby
could affect the determination of whether a well is commercially viable. In addition, restrictions on hydraulic fracturing could reduce
the amount of oil and natural gas that the operators are ultimately able to produce in commercially paying quantities from the Underlying
Properties, and could increase the cycle times and costs to receive permits, delay or possibly preclude receipt of permits in certain
areas, impact water usage and wastewater disposal and require air emissions, water usage and chemical additives disclosures.
**CYBERSECURITY RISKS**
**Cyber-attacks or other failures in telecommunications
or information technology systems could result in information theft, data corruption and significant disruption of the Sponsors
business operations.**
In recent years, the Sponsor has increasingly relied
on information technology (IT) systems and networks in connection with its business activities, including certain of its
exploration, development and production activities. The Sponsor relies on digital technology, including information systems and related
infrastructure, as well as cloud applications and services, to, among other things, estimate quantities of oil and natural gas reserves,
analyze seismic and drilling information, process and record financial and operating data and communicate with employees and third parties.
As dependence on digital technologies has increased, cyber incidents, including deliberate attacks and attempts to gain unauthorized access
to computer systems and networks, have increased in frequency and sophistication. These threats pose a risk to the security of the Sponsors
systems and networks, the confidentiality, availability and integrity of its data and the physical security of its employees and assets.
This risk is exacerbated with the advancement of technologies like artificial intelligence, which malicious third parties are using to
create new, sophisticated and more frequent attacks. Furthermore, geopolitical tensions or conflicts, such as the ongoing wars in Ukraine
and in the Persian Gulf, may further heighten the risk of cybersecurity attacks. Any cyber-attack could have a material adverse effect
on the Sponsors reputation, competitive position, business, financial condition and results of operations, and could have a material
adverse effect on the Trust. Cyber-attacks or security breaches also could result in litigation or regulatory action, as well as significant
additional expense to the Sponsor to implement further data protection measures.
In addition to the risks presented to the Sponsors
systems and networks, cyber-attacks affecting oil and natural gas distribution systems maintained by third parties, or the networks and
infrastructure on which they rely, could delay or prevent delivery to markets. A cyber-attack of this nature would be outside the Sponsors
ability to control but could have a material adverse effect on the Sponsors business, financial condition and results of operations,
and could have a material adverse effect on the Trust.
**Cyber-attacks or other failures in telecommunications
or IT systems could result in information theft, data corruption and significant disruption of the Trustees operations.**
The Trustee depends heavily upon IT systems and
networks in connection with its business activities. Despite a variety of security measures implemented by the Trustee, events such as
the loss or theft of back-up tapes or other data storage media could occur, and the Trustees computer systems could be subject
to physical and electronic break-ins, cyber-attacks and similar disruptions from unauthorized tampering, including threats that may come
from external factors, such as governments, organized crime, hackers and third parties to whom certain functions are outsourced, or may
originate internally from within the respective companies.
37 
If a cyber-attack were to occur, it could potentially
jeopardize the confidential, proprietary and other information processed and stored in, and transmitted through, the Trustees computer
systems and networks, or otherwise cause interruptions or malfunctions in the operations of the Trust, which could result in litigation,
increased costs and regulatory penalties. It is possible that a cyber incident will not be discovered for some time after it occurs, which
could increase exposure to these consequences.
**TAX RISKS RELATED TO THE TRUST UNITS**
**The Trust has not requested a ruling from
the IRS regarding the tax treatment of the Trust. If the IRS were to determine (and be sustained in that determination) that the Trust
is not a grantor trust for U.S. federal income tax purposes, the Trust could be subject to more complex and costly tax reporting
requirements that could reduce the amount of cash available for distribution to Trust unitholders.**
If the Trust were not treated as a grantor trust
for U.S. federal income tax purposes, the Trust should be treated as a partnership for such purposes. Although the Trust would not become
subject to U.S. federal income taxation at the entity level as a result of treatment as a partnership, and items of income, gain, loss
and deduction would flow through to the Trust unitholders, the Trusts tax reporting requirements would be more complex and costly
to implement and maintain, and its distributions to Trust unitholders could be reduced as a result.
If the Trust were treated for U.S. federal income
tax purposes as a partnership, it likely would be subject to new audit procedures that for taxable years beginning after December 31,
2017, alter the procedures for auditing large partnerships and also alter the procedures for assessing and collecting income taxes due
(including applicable penalties and interest) as a result of an audit. These rules effectively would impose an entity level tax on
the Trust, and unitholders may have to bear the expense of the adjustment even if they were not Trust unitholders during the audited taxable
year.
Neither the Sponsor nor the Trustee has requested
a ruling from the IRS regarding the tax status of the Trust, and neither the Sponsor nor the Trust can provide any assurance that such
a ruling would be granted if requested or that the IRS will not challenge these positions on audit.
Trust unitholders should be aware of the possible
state tax implications of owning Trust Units.
**Trust unitholders are required to pay taxes
on their share of the Trusts income even if they do not receive any cash distributions from the Trust.**
Trust unitholders are treated as if they own the
Trusts assets and receive the Trusts income and are directly taxable thereon as if no Trust were in existence. Because the
Trust generates taxable income that could be different in amount than the cash the Trust distributes, Trust unitholders are required to
pay any U.S. federal income taxes and, in some cases, state and local income taxes on their share of the Trusts taxable income
even if they receive no cash distributions from the Trust. A Trust unitholder may not receive cash distributions from the Trust equal
to such unitholders share of the Trusts taxable income or even equal to the actual tax liability that results from that
income.
**A portion of any tax gain on the disposition
of the Trust Units could be taxed as ordinary income.**
If a Trust unitholder sells Trust Units, he or
she will recognize a gain or loss equal to the difference between the amount realized and his or her tax basis in those Trust Units. A
substantial portion of any gain recognized may be taxed as ordinary income due to potential recapture items, including depletion recapture.
38 
**The Trust allocates its items of income,
gain, loss and deduction between transferors and transferees of the Trust Units each month based upon the ownership of the Trust Units
on the monthly record date, instead of on the basis of the date a particular Trust Unit is transferred. The IRS may challenge this treatment,
which could change the allocation of items of income, gain, loss and deduction among the Trust unitholders.**
The Trust generally allocates its items of income,
gain, loss and deduction between transferors and transferees of the Trust Units each month based upon the ownership of the Trust Units
on the monthly record date, instead of on the basis of the date a particular Trust Unit is transferred. It is possible that the IRS could
disagree with this allocation method and could assert that income and deductions of the Trust should be determined and allocated on a
daily or prorated basis, which could require adjustments to the tax returns of the Trust unitholders affected by the issue and result
in an increase in the administrative expense of the Trust in subsequent periods.
**Trust unitholders should consult their tax advisors
as to the specific tax consequences of the ownership and disposition of the of the Trust Units, including the applicability and effect
of U.S. federal, state, local, and foreign income and other tax laws in light of their particular circumstances.**
| 
| Item 1B. | Unresolved Staff Comments. | |
None.
| 
| Item 1C. | Cybersecurity. | |
The Trust has no directors or executive officers.
The affairs of the Trust are managed by the Trustee. The Trust falls under the cybersecurity program of The Bank of New York Mellon Corporation
(BNY Mellon), the parent corporation of The Bank of New York Mellon Trust Company, N.A. As further described in its 2025 Annual
Report, BNY Mellon maintains a broad range of defenses aimed at remaining abreast of and responding to evolving cybersecurity threats
impacting it, its operations, its clients, its third-party service providers and the broader financial services sector.
**Risk Management Strategy and Procedures**
BNY Mellon has implemented policies and procedures
designed to detect, prevent and respond to malicious and accidental disruptions to the delivery of critical technology services. BNY Mellons
cybersecurity risk management program is embedded in its three lines of defense model.
As part of its first line of defense, BNY Mellon
maintains a dedicated Cybersecurity organization, led by the Chief Information Security Officer (the CISO), that is responsible
for the day-to-day management of risks from cybersecurity threats. Cybersecuritys responsibilities include cybersecurity threat
intelligence, incident response and other cybersecurity operations aimed at enabling BNY Mellon to identify, assess and manage existing
and emerging cybersecurity threats. Cybersecurity monitors for potential threats and communicates relevant risks to the CISO and other
members of executive management. Additionally, Cybersecurity maintains a cybersecurity incident response and reporting process pursuant
to which cybersecurity incidents are classified according to their severity based upon an assessment of multiple factors. Certain cybersecurity
incidents may activate enterprise-wide resiliency processes, which include, among other things, escalation through the management and
Board committee structures described below. In addition, BNY Mellon maintains a preparedness program designed to reinforce cybersecurity
risk management practices and compliance with BNY Mellons policies and procedures. The preparedness program includes mandatory
training for all employees, contractors and consultants, enhanced training for those in roles presenting higher risk, calibrated phishing
email simulations, distribution of information security awareness materials and cybersecurity event simulation exercises. In addition,
BNY Mellon leverages both internal and external assessments and engages with third-party assessors, consultants and auditors to evaluate
and test its cybersecurity controls and provide guidance on potential improvements, including design and operating effectiveness. BNY
Mellons information security management system is certified to the ISO 27001 standard by an independent, accredited certification
body, and BNY Mellon maintains this certification through periodic external audits and ongoing monitoring.
39 
BNY Mellon has a defined third-party governance
framework to help manage the risk posed to it by the use of third-party service providers. BNY Mellon evaluates the risk posed by third-party
service engagements based on multiple factors. BNY Mellon has protocols that seek to mitigate cybersecurity risks associated with third-party
service providers based on the risk level assigned to such third party, which may include mandatory contractual obligations or the implementation
of additional controls by BNY Mellon and/or the applicable service provider.
Cybersecurity is subject to ongoing review and
challenge from Technology Risk Management, which is a part of the independent second line of defense risk function. Technology Risk Management,
together with the broader Risk & Compliance group, is responsible for and manages BNY Mellons risk management framework
and establishes guidance for Cybersecurity and management designed to help identify, assess and manage cybersecurity risk.
BNY Mellons Internal Audit function serves
as the third line of defense and provides an independent view on how effectively the organization as a whole manages cybersecurity risk.
**Risk Management Oversight and Governance**
BNY Mellons management is responsible for
assessing and managing BNY Mellons material risks from cybersecurity threats with oversight provided by its Board of Directors
(the Board) and the Board committees. The Risk Committee of the Board has primary responsibility for oversight of the overall
operation of BNY Mellons risk management framework, including policies and practices addressing cybersecurity risk, and is
responsible for the oversight of the second line of defense with respect to its cybersecurity risk management responsibilities. The Technology
Committee of the Board and the full Board regularly receive reports and briefings from management concerning cybersecurity matters, including
any significant changes to BNY Mellons cybersecurity program. BNY Mellon also has protocols for escalating cybersecurity
threats and incidents to the Technology Committee of the Board and the full Board. In addition, the Audit Committee of the Board monitors
and oversees the performance of Internal Audit, including with respect to its cybersecurity risk management responsibilities.
At the management level, BNY Mellons Technology
Oversight Committee, which is the senior management committee responsible for the governance and oversight of BNY Mellons significant
technology projects and initiatives, reviews reports from management concerning Cybersecurity and is responsible for, among other things,
escalating issues, including significant cybersecurity threats and incidents, to the Technology Committee of the Board and the full Board
of Directors. The Technology Oversight Committee is chaired by the Chief Information Officer and Global Head of Engineering (the CIO).
BNY Mellons Technology Risk Committee is
the most senior governance committee primarily focused on cybersecurity and technology risk issues and is a part of the second line of
defense risk function. It is responsible for, among other things, overseeing and reviewing emerging cybersecurity risks, significant cybersecurity
incidents and remediation plans. The Technology Risk Committee receives reports from management and has protocols for escalating certain
issues and risks to the Enterprise Risk Committee and the Risk Committee of the Board. The Technology Risk Committee is chaired by the
Chief Technology Risk Officer. Members include key leaders from the first line of defense, including the CISO.
BNY Mellons CIO, CISO and Chief Technology
Risk Officer each have extensive experience in assessing and managing risks from cybersecurity threats. BNY Mellons CIO joined
BNY Mellon in 2024 from a large multinational company, where she was responsible for overseeing information technology and cybersecurity
operations. BNY Mellons CISO joined BNY Mellon in 2025 and previously led the global assurance function for cybersecurity and technology
controls at a global systemically important financial institution. BNY Mellons Chief Technology Risk Officer joined BNY Mellon
in 2024 and has previous experience as Global Head of Cyber, Technology and Information Security Risk Management at a global systemically
important financial institution and over a decade of experience serving the U.S. intelligence community in a variety of cybersecurity-related
positions. BNY Mellon believes that refreshing leadership in the CIO, CISO and Chief Technology Risk Officer roles brings new perspectives
and specialized expertise to enhance cybersecurity practices, while continuity is safeguarded through disciplined succession and transition
planning.
40 
| 
| Item 2. | Properties. | |
**Description of the Underlying Properties**
The Underlying Properties consist of producing
and non-producing interests in oil and natural gas units, wells and lands in Texas, Louisiana and New Mexico. The Underlying Properties
include a portion of the assets in east Texas and north Louisiana acquired by Enduro from Denbury Resources Inc. in December 2010,
and all of the assets in the Permian Basin of New Mexico and west Texas acquired by Enduro from Samson Investment Company and ConocoPhillips
Company in January 2011 and February 2011, respectively. In August 2018, the Sponsor purchased the Underlying Properties
from Enduro and assumed all of Enduros obligations under the Trust Agreement and other instruments to which Enduro and the Trustee
were parties. The Underlying Properties are divided into two geographic regions: the Permian Basin region and East Texas/North Louisiana
region.
As of December 31, 2025, the Underlying Properties
had proved reserves of 10.4 MMBoe with 76% and 83% of the volumes and PV-10 value, respectively, attributable to proved developed reserves.
All of the 10.4 MMBoe of proved reserves, based on PV-10 value, were operated by third-party operators.
The Sponsors interests in the Underlying
Properties require the Sponsor to bear its proportionate share of the costs of development and operation of such properties. As of December 31,
2025, the Sponsor held average working interests of approximately 10% and 15% and average net revenue interests of approximately 8% and
11% in the Underlying Properties located in the Permian Basin and East Texas/North Louisiana regions, respectively. The Underlying Properties
are also burdened by non-cost bearing interests owned by third parties consisting primarily of overriding royalty and royalty interests.
**Reserves**
Cawley, Gillespie & Associates, Inc.
(Cawley Gillespie), independent petroleum and geological engineers, estimated crude oil (including natural gas liquids)
and natural gas proved reserves of the Underlying Properties full economic life and for the Trust life as of December 31,
2025. Numerous uncertainties are inherent in estimating reserve volumes and values, and the estimates are subject to change as additional
information becomes available. The reserves actually recovered and the timing of production of the reserves may vary significantly from
the original estimates. In addition, the reserves and net revenues attributable to the Net Profits Interest include only 80% of the reserves
attributable to the Underlying Properties that are expected to be produced within the term of the Net Profits Interest.
The independent petroleum engineers report
as to the proved oil and natural gas reserves as of December 31, 2025, was prepared by Cawley Gillespie. Cawley Gillespie, whose
firm registration number is F-693, was founded in 1961 and is a leader in the evaluation of oil and gas properties. The technical person
at Cawley Gillespie primarily responsible for overseeing the reserve estimates with respect to the Underlying Properties and the Net Profits
Interest attributable to the Trust is W. Todd Brooker. Mr. Brooker has been a petroleum consultant for Cawley Gillespie since 1992
and is currently the Senior Vice President. He is a registered professional engineer in the State of Texas (license no. 83462) and a graduate
of the University of Texas with a Bachelor of Science in Petroleum Engineering.
Information concerning changes in net proved reserves
attributable to the Trust, and the calculation of the standardized measure of the related discounted future net revenues is contained
in the notes to the financial statements of the Trust included in this Form 10-K. COERT has not filed reserve estimates covering
the Underlying Properties with any other federal authority or agency.
41 
The following table summarizes the estimated proved
reserve quantities and PV-10 attributable to the Trust and Underlying Properties as of December 31, 2025 and 2024:
| 
| | 
Trust Net Profits Interest | | | 
Underlying Properties | | |
| 
| | 
Oil(1) | | | 
Natural
Gas | | | 
Total(2) | | | 
PV-10(3) | | | 
Oil(1) | | | 
Natural
Gas | | | 
Total(2) | | | 
PV-10(3) | | |
| 
| | 
(MBbls) | | | 
(MMcf) | | | 
(MBoe) | | | 
(in thousands) | | | 
(MBbls) | | | 
(MMcf) | | | 
(MBoe) | | | 
(in thousands) | | |
| 
2025 | | 
| | | | 
| | | | 
| | | | 
| | | | 
| | | | 
| | | | 
| | | | 
| | | |
| 
Proved Developed Producing | | 
| 1,714 | | | 
| 9,056 | | | 
| 3,223 | | | 
$ | 60,634 | | | 
| 4,339 | | | 
| 21,334 | | | 
| 7,895 | | | 
$ | 75,793 | | |
| 
Proved Developed Non-Producing | | 
| 4 | | | 
| 1 | | | 
| 4 | | | 
| 162 | | | 
| 6 | | | 
| 3 | | | 
| 6 | | | 
| 204 | | |
| 
Proved Undeveloped | | 
| 219 | | | 
| 5,014 | | | 
| 1,055 | | | 
| 12,449 | | | 
| 432 | | | 
| 12,601 | | | 
| 2,532 | | | 
| 15,562 | | |
| 
2024 | | 
| | | | 
| | | | 
| | | | 
| | | | 
| | | | 
| | | | 
| | | | 
| | | |
| 
Proved Developed Producing | | 
| 2,437 | | | 
| 5,892 | | | 
| 3,419 | | | 
$ | 76,822 | | | 
| 5,595 | | | 
| 13,374 | | | 
| 7,824 | | | 
$ | 96,027 | | |
| 
Proved Developed Non-Producing | | 
| 4 | | | 
| 7,290 | | | 
| 1,219 | | | 
| 8,293 | | | 
| 6 | | | 
| 12,840 | | | 
| 2,146 | | | 
| 10,367 | | |
| 
Proved Undeveloped | | 
| 298 | | | 
| 962 | | | 
| 458 | | | 
| 6,246 | | | 
| 575 | | | 
| 1,846 | | | 
| 883 | | | 
| 3,096 | | |
| 
| (1) | Reserves for natural gas liquids are included as a component of oil reserves. | |
| 
| (2) | Boe represents an approximate energy equivalent basis such that one Bbl of crude oil equals approximately six Mcf of natural gas.
However, the value of oil and natural gas value and the value of reserve volumes of oil and natural gas are often substantially different
than the amount implied by the Boe ratio. | |
| 
| (3) | PV-10 is a non-GAAP financial measure and represents the present value of estimated future cash inflows from proved crude oil and
natural gas reserves, less future development and production costs, discounted at 10% per annum to reflect timing of future cash inflows
using the twelve-month unweighted arithmetic average of the first-day-of-the-month commodity prices, after adjustment for differentials
in location and quality, for each of the preceding twelve months. An estimate of PV-10 is provided because it provides useful information
to investors as it is widely used by professional analysts and sophisticated investors when evaluating oil and gas companies. PV-10 is
considered relevant and useful for evaluating the relative monetary significance of oil and natural gas reserves. PV-10 is not intended
to represent the current market value of the estimated reserves of the Underlying Properties. PV-10 differs from standardized measure
of discounted future net cash flows because it does not include the effect of future income taxes. Please refer to the notes to the financial
statements of the Trust included in this Form 10-K. | |
Reserve quantities and revenues for the Net Profits
Interest were estimated from projections of reserves and revenues attributable to the Underlying Properties. Since the Trust has a defined
Net Profits Interest, the Trust does not own a specific percentage of the oil and natural gas reserve quantities. Accordingly, reserves
allocated to the Trust pertaining to its 80% Net Profits Interest in the Underlying Properties have effectively been reduced to reflect
recovery of the Trusts 80% portion of applicable production and development costs. Because Trust reserve quantities are determined
using an allocation formula, any changes in actual or assumed prices or costs will result in revisions to the estimated reserve quantities
allocated to the Net Profits Interest.
Estimates of proved reserves were prepared in accordance
with guidelines prescribed by the SEC and the Financial Accounting Standards Board, which require that reserve estimates be prepared under
existing economic and operating conditions based upon an average of the NYMEX first-day-of-the-month commodity price during the 12-month
period ending on the balance sheet date with no provision for price and cost escalations except by contractual arrangements. Prices used
in estimating reserves were as follows:
| 
| | 
2025 | | | 
2024 | | | 
2023 | | |
| 
Oil (per Bbl) | | 
$ | 65.34 | | | 
$ | 75.48 | | | 
$ | 78.22 | | |
| 
Natural gas (per Mcf) | | 
$ | 3.39 | | | 
$ | 2.13 | | | 
$ | 2.64 | | |
**Changes in Proved Undeveloped Reserves**
During the year ended December 31, 2025, proved
undeveloped reserves of the Underlying Properties increased 1.6 MMBoe primarily due to the increase in the estimated reserves for the
booked, non-operated wells in Haynesville shale of Louisiana, partially offset by the decrease in the amount of booked, non-operated Wolfcamp
shale wells in the Permian Basin. The following is a summary of the changes in quantities of proved undeveloped reserves for the Underlying
Properties during the year ended December 31, 2025.
| 
| | 
Underlying Properties | | |
| 
| | 
Oil(1) | | | 
Natural Gas | | | 
Total | | |
| 
| | 
(MBbls) | | | 
(MMcf) | | | 
(MBoe) | | |
| 
Balance December 31, 2024 | | 
| 575 | | | 
| 1,846 | | | 
| 890 | | |
| 
Development | | 
| 109 | | | 
| 8,787 | | | 
| 1,574 | | |
| 
Revisions and Other | | 
| (253 | ) | | 
| 1,968 | | | 
| 75 | | |
| 
Balance December 31, 2025 | | 
| 432 | | | 
| 12,601 | | | 
| 2,539 | | |
| 
| (1) | Reserves for natural gas liquids are included as a component
of oil reserves. | 
|
42 
**Producing Acreage and Well Counts**
For the following data, gross refers
to the total number of wells or acres in the Underlying Properties and net refers to gross wells or acres multiplied by
the percentage working interest owned by the Sponsor and in turn attributable to the Underlying Properties. All the acreage comprising
the Underlying Properties is held by production. Although many wells produce both oil and natural gas, a well is categorized as an oil
well or a natural gas well based upon the ratio of oil to natural gas production.
The Underlying Properties are interests in properties
located in the Permian Basin of west Texas and New Mexico and in the East Texas/North Louisiana region. The following is a summary of
the approximate acreage of the Underlying Properties at December 31, 2025:
| 
| | 
Acres | | |
| 
| | 
Gross | | | 
Net | | |
| 
Permian Basin | | 
| 119,112 | | | 
| 33,830 | | |
| 
East Texas/North Louisiana | | 
| 10,424 | | | 
| 2,840 | | |
| 
Total | | 
| 129,536 | | | 
| 36,670 | | |
The following is a summary of the producing wells
on the Underlying Properties as of December 31, 2025:
| 
| | 
Oil | | | 
Natural Gas | | |
| 
| | 
Gross Wells(1) | | | 
Net Wells | | | 
Gross Wells(1) | | | 
Net Wells | | |
| 
Permian Basin | | 
| 2,274 | | | 
| 185 | | | 
| 74 | | | 
| 7 | | |
| 
East Texas/North Louisiana | | 
| | | | 
| | | | 
| 210 | | | 
| 23 | | |
| 
Total | | 
| 2,274 | | | 
| 185 | | | 
| 284 | | | 
| 30 | | |
| 
| (1) | The Sponsors total producing wells include 2,558 non-operated
wells. | 
|
The following is a summary of the number of development
and exploratory wells drilled on the Underlying Properties located in the Permian Basin and East Texas/North Louisiana during the last
three years:
| 
| | 
Year Ended December 31, | | |
| 
| | 
2025 | | | 
2024 | | | 
2023 | | |
| 
| | 
Gross | | | 
Net | | | 
Gross | | | 
Net | | | 
Gross | | | 
Net | | |
| 
Permian Basin | | 
| | | | 
| | | | 
| | | | 
| | | | 
| | | | 
| | | |
| 
Development Wells: | | 
| | | | 
| | | | 
| | | | 
| | | | 
| | | | 
| | | |
| 
Productive | | 
| 4 | | | 
| 0.4 | | | 
| 47 | | | 
| 1.2 | | | 
| 15 | | | 
| 0.5 | | |
| 
Dry holes | | 
| | | | 
| | | | 
| | | | 
| | | | 
| | | | 
| | | |
| 
| | 
| | | | 
| | | | 
| | | | 
| | | | 
| | | | 
| | | |
| 
Exploratory Wells: | | 
| | | | 
| | | | 
| | | | 
| | | | 
| | | | 
| | | |
| 
Productive | | 
| | | | 
| | | | 
| | | | 
| | | | 
| | | | 
| | | |
| 
Dry holes | | 
| | | | 
| | | | 
| | | | 
| | | | 
| | | | 
| | | |
| 
| | 
| | | | 
| | | | 
| | | | 
| | | | 
| | | | 
| | | |
| 
Total: | | 
| | | | 
| | | | 
| | | | 
| | | | 
| | | | 
| | | |
| 
Productive | | 
| 4 | | | 
| 0.4 | | | 
| 47 | | | 
| 1.2 | | | 
| 15 | | | 
| 0.5 | | |
| 
Dry holes | | 
| | | | 
| | | | 
| | | | 
| | | | 
| | | | 
| | | |
| 
| | 
| | | | 
| | | | 
| | | | 
| | | | 
| | | | 
| | | |
43 
| 
| | 
Year Ended December 31, | | |
| 
| | 
2025 | | | 
2024 | | | 
2023 | | |
| 
| | 
Gross | | | 
Net | | | 
Gross | | | 
Net | | | 
Gross | | | 
Net | | |
| 
East Texas/North Louisiana | | 
| | | | 
| | | | 
| | | | 
| | | | 
| | | | 
| | | |
| 
Development Wells: (1) | | 
| | | | 
| | | | 
| | | | 
| | | | 
| | | | 
| | | |
| 
Productive | | 
| 10 | | | 
| 0.5 | | | 
| 6 | | | 
| 0.3 | | | 
| | | | 
| | | |
| 
Dry holes | | 
| | | | 
| | | | 
| | | | 
| | | | 
| | | | 
| | | |
| 
| | 
| | | | 
| | | | 
| | | | 
| | | | 
| | | | 
| | | |
| 
Exploratory Wells: | | 
| | | | 
| | | | 
| | | | 
| | | | 
| | | | 
| | | |
| 
Productive | | 
| | | | 
| | | | 
| | | | 
| | | | 
| | | | 
| | | |
| 
Dry holes | | 
| | | | 
| | | | 
| | | | 
| | | | 
| | | | 
| | | |
| 
| | 
| | | | 
| | | | 
| | | | 
| | | | 
| | | | 
| | | |
| 
Total: | | 
| | | | 
| | | | 
| | | | 
| | | | 
| | | | 
| | | |
| 
Productive | | 
| 10 | | | 
| 0.5 | | | 
| 6 | | | 
| 0.3 | | | 
| | | | 
| | | |
| 
Dry holes | | 
| | | | 
| | | | 
| | | | 
| | | | 
| | | | 
| | | |
| 
| | 
| | | | 
| | | | 
| | | | 
| | | | 
| | | | 
| | | |
| 
| (1) | Production of natural gas liquids is immaterial and included
as a component of natural gas production. | 
|
**Major Producing Areas**
Substantially all of the Underlying Properties
are located in mature oil fields that are characterized by long production histories. Based on the reserve reports, approximately 46%
of the future production from the Underlying Properties is expected to be oil and approximately 54% is expected to be natural gas.
**Permian Basin Region**
The Permian Basin is one of the largest and most
prolific oil and natural gas producing basins in the United States. The Underlying Properties in the Permian Basin contain 119,112 gross
(33,830 net) acres in Texas and New Mexico.
The largest fields in the Underlying Properties
are located primarily in the Permian Basin (measured by Boe reserves at December 31, 2025). The largest field in the Permian Basin
region is the Spraberry field, which individually accounts for 20 percent of the Underlying Properties reserves as of December 31,
2025. This unit produces from the Wolfcamp formations at depths up to 8,500 feet. Proved reserves attributable to the Underlying Properties
in the Eunice Monument field were 2.1 MMBoe as of December 31, 2025. This field is operated by Pioneer Natural Resources, Ovintiv
and Coterra Energy.
**East Texas/North Louisiana Region**
The Underlying Properties contain interests in
10,424 gross (2,840 net) acres in the East Texas/North Louisiana region across three fields: the Elm Grove field, operated primarily by
BP Energy, Aethon Energy Operating, LLC and Comstock Oil & Gas, LLC; and the Kingston field, operated by Diversified Production,
LLC. All proved reserves attributable to the Underlying Properties in the East Texas/North Louisiana region are located in the Haynesville,
Cotton Valley, and Hosston reservoirs of the Elm Grove and Kingston fields. Proved reserves attributable to the Underlying Properties
in the Elm Grove and Kingston fields were 3.6 MMBoe and 0.1 MMBoe, respectively, as of December 31, 2025.
**Production and Reserves**
The following table shows the net production,
average sales price, average lease operating expense, and proved reserves as of year-end for the Underlying Properties located in the
Permian Basin of west Texas and New Mexico and in the East Texas/North Louisiana region, which relates to the amounts included in the
net profits calculation for the distributions paid during the years ended December 31, 2025, 2024 and 2023.
44 
| 
| | 
| | 
Year Ended December 31, | | |
| 
| | 
| | 
2025 | | | 
2024 | | | 
2023 | | |
| 
Permian Basin | | 
Oil Sales Volumes (Bbls) | | 
| 436,201 | | | 
| 634,618 | | | 
| 439,122 | | |
| 
| | 
Natural Gas(1) Sales Volumes (Mcf) | | 
| 2,587,074 | | | 
| 3,324,021 | | | 
| 1,700,680 | | |
| 
| | 
Total Sales Volumes (Boe) | | 
| 867,380 | | | 
| 1,188,621 | | | 
| 722,568 | | |
| 
| | 
Oil Average Sales Price per Bbl | | 
$ | 69.01 | | | 
$ | 79.20 | | | 
$ | 78.85 | | |
| 
| | 
Natural Gas Average Sales Price per Mcf | | 
$ | 1.90 | | | 
$ | 1.98 | | | 
$ | 3.52 | | |
| 
| | 
Average Lease Operating Expense per Boe | | 
$ | 25.30 | | | 
$ | 18.46 | | | 
$ | 30.44 | | |
| 
| | 
Proved Reserves (MBoe) | | 
| 6,721 | | | 
| 8,510 | | | 
| 6,830 | | |
| 
| | 
| | 
| | | | 
| | | | 
| | | |
| 
East Texas/North Louisiana | | 
Oil Sales Volumes (Bbls) | | 
| 469 | | | 
| 384 | | | 
| 418 | | |
| 
| | 
Natural Gas(1) Sales Volumes (Mcf) | | 
| 3,885,214 | | | 
| 2,255,872 | | | 
| 1,081,888 | | |
| 
| | 
Total Sales Volumes (Boe) | | 
| 648,004 | | | 
| 376,363 | | | 
| 180,733 | | |
| 
| | 
Oil Average Sales Price per Bbl | | 
$ | 36.67 | | | 
$ | 69.91 | | | 
$ | 71.23 | | |
| 
| | 
Natural Gas Average Sales Price per Mcf | | 
$ | 3.10 | | | 
$ | 2.11 | | | 
$ | 4.22 | | |
| 
| | 
Average Lease Operating Expense per Boe | | 
$ | 2.35 | | | 
$ | 4.05 | | | 
$ | 8.61 | | |
| 
| | 
Proved Reserves (MBoe) | | 
| 3,712 | | | 
| 2,343 | | | 
| 1,112 | | |
| 
| | 
| | 
| | | | 
| | | | 
| | | |
| 
Total | | 
Oil Sales Volumes (Bbls) | | 
| 436,669 | | | 
| 635,002 | | | 
| 439,540 | | |
| 
| | 
Natural Gas(1) Sales Volumes (Mcf) | | 
| 6,472,288 | | | 
| 5,579,893 | | | 
| 2,782,568 | | |
| 
| | 
Total Sales Volumes (Boe) | | 
| 1,515,384 | | | 
| 1,564,984 | | | 
| 903,302 | | |
| 
| | 
Oil Average Sales Price per Bbl | | 
$ | 68.97 | | | 
$ | 79.20 | | | 
$ | 78.84 | | |
| 
| | 
Natural Gas Average Sales Price per Mcf | | 
$ | 2.62 | | | 
$ | 2.03 | | | 
$ | 3.79 | | |
| 
| | 
Average Lease Operating Expense per Boe | | 
$ | 15.49 | | | 
$ | 15.00 | | | 
$ | 26.07 | | |
| 
| | 
Proved Reserves (MBoe) | | 
| 10,433 | | | 
| 10,853 | | | 
| 7,941 | | |
| 
| (1) | Production of natural gas liquids is immaterial and included
as a component of natural gas production. | 
|
**Abandonment and Sale of Underlying Properties**
Each of the operators of the Underlying Properties
or any transferee has the right to abandon its interest in any well or property if it reasonably believes a well or property ceases to
produce or is not capable of producing in commercially paying quantities. Upon termination of the lease, the portion of the Net Profits
Interest relating to the abandoned property will be extinguished.
The Sponsor generally may sell all or a portion
of its interests in the Underlying Properties, subject to and burdened by the Net Profits Interest, without the consent of the Trust unitholders.
Following the sale of all or any portion of the Underlying Properties, the purchaser will be bound by the obligations of the Sponsor under
the Trust Agreement and the Conveyance with respect to the portion sold. In addition, the Sponsor may, without the consent of the Trust
unitholders, require the Trustee to release the Net Profits Interest associated with any lease that accounts for no more than 0.25% of
the total production from the Underlying Properties in the prior 12 months, provided that the Net Profits Interest covered by such releases
cannot exceed, during any 12-month period, an aggregate fair market value to the Trust of $500,000. These releases may be made only in
connection with a sale by the Sponsor to a non-affiliate of the relevant Underlying Properties and are conditioned upon the Trust receiving
an amount equal to the fair value to the Trust of such Net Profits Interest. In September 2025, the Sponsor sold approximately $0.4
million in non-producing, non-cash flowing acreage to a private oil company, free and clear of the Net Profits Interest, as permitted
under the Trust Agreement. The proceeds from this sale attributable to the Trusts Net Profits Interest were included in the distribution
that was paid to Trust unitholders on December 15, 2025.
**Title to Properties**
The properties comprising the Underlying Properties
are or may be subject to one or more of the burdens and obligations described below. To the extent that these burdens and obligations
affect the Sponsors rights to production or the value of production from the Underlying Properties, they have been taken into account
in calculating the Trusts interests and in estimating the size and the value of the reserves attributable to the Underlying Properties.
The Sponsors interests in the oil and natural
gas properties comprising the Underlying Properties are typically subject to one or more of the following:
| 
| | royalties and other burdens, express and implied, under oil and natural gas
leases and other arrangements; | |
| 
| | overriding royalties, production payments and similar interests and other
burdens created by the Sponsors predecessors in title; | |
| 
| | a variety of contractual obligations arising under operating agreements,
farm-out agreements, production sales contracts and other agreements that may affect the Underlying Properties or their title; | |
45 
| 
| | liens that arise in the normal course of operations, such as those for unpaid
taxes, statutory liens securing unpaid suppliers and contractors and contractual liens under operating agreements that are not yet delinquent
or, if delinquent, are being contested in good faith by appropriate proceedings; | |
| 
| | pooling, unitization and communitization agreements, declarations and orders; | |
| 
| | easements, restrictions, rights-of-way and other matters that commonly affect
property; | |
| 
| | conventional rights of reassignment that obligate the Sponsor to reassign
all or part of a property to a third party if the Sponsor intends to release or abandon such property; | |
| 
| | preferential rights to purchase or similar agreements and required third
party consents to assignments or similar agreements; | |
| 
| | obligations or duties affecting the Underlying Properties to any municipality
or public authority with respect to any franchise, grant, license or permit, and all applicable laws, rules, regulations and orders of
any governmental authority; and | |
| 
| | rights reserved to or vested in the appropriate governmental agency or authority
to control or regulate the Underlying Properties and also the interests held therein, including the Sponsors interests and the
Net Profits Interest. | |
The Sponsor has informed the Trustee that the Sponsor
believes the burdens and obligations affecting the properties comprising the Underlying Properties are conventional in the industry for
similar properties. The Sponsor has also informed the Trustee that the Sponsor believes the existing burdens and obligations do not, in
the aggregate, materially interfere with the use of the Underlying Properties and will not materially adversely affect the Net Profits
Interest or its value.
To give third parties notice of the Net Profits
Interest, Enduro recorded the Conveyance in Texas, Louisiana and New Mexico in the real property records in each Texas, Louisiana or New
Mexico county in which the Underlying Properties are located, or in such other public records of those states as required under applicable
law to place third parties on notice of the Conveyance.
In a bankruptcy of the Sponsor, to the extent Louisiana
or New Mexico law were held to be applicable, the Net Profits Interest might be considered an asset of the bankruptcy estate and used
to satisfy obligations to creditors of the Sponsor, in which case the Trust would be an unsecured creditor of the Sponsor at risk of losing
the entire value of the Net Profits Interest to senior creditors. See Risk FactorsFinancial RisksIn the event of
the bankruptcy of the Sponsor, if a court were to hold that the Net Profits Interest was part of the bankruptcy estate, the Trust may
be treated as an unsecured creditor with respect to the Net Profits Interest attributable to properties in Louisiana and New Mexico
in Part I, Item 1A of this Form 10-K.
The Sponsor believes that its title to the Underlying
Properties and the Trusts title to the Net Profits Interest are each good and defensible in accordance with standards generally
accepted in the oil and gas industry, subject to such exceptions as are not so material to detract substantially from the use or value
of such Underlying Properties or Net Profits Interest. Under the terms of the Conveyance creating the Net Profits Interest, the Sponsor
has provided a special warranty of title with respect to the Net Profits Interest, subject to the burdens and obligations described in
this section. Please see Risk FactorsFinancial RisksThe Trust Units may lose value as a result of title deficiencies
with respect to the Underlying Properties in Part I, Item 1A of this Form 10-K.
| 
| Item 3. | Legal Proceedings. | |
Currently, there are not any legal proceedings
pending to which the Trust is a party or of which any of its property is the subject. The foregoing does not address any legal proceedings
to which the Sponsor or any of the third-party operators may be a party or subject or that may otherwise relate to or affect any of the
Underlying Properties or the operations of any of the operators of the Underlying Properties.
| 
| Item 4. | Mine Safety Disclosures. | |
Not applicable
46 
**PART II**
| 
| Item 5. | Market for Registrants Common Equity, Related Unitholder Matters and Issuer Purchases of Equity Securities. | |
The Trust Units trade on the
New York Stock Exchange under the symbol PVL. At December 31, 2025, there were 33,000,000 Trust Units outstanding.
On March 20, 2026, there were six unitholders of record. This number does not include owners for whom Trust Units may be held in
street name.
**Distributions**
Each month, the Trustee determines the amount of
funds available for distribution to the Trust unitholders. Available funds are the excess cash, if any, received by the Trust from the
Net Profits Interest and other sources (such as interest earned on any amounts reserved by the Trustee) that month, over the Trusts
incurred expenses for that month. Available funds are reduced by any cash the Trustee decides to hold as a reserve against future liabilities.
The holders of Trust Units as of the applicable record date (generally the last business day of each calendar month) are entitled to monthly
distributions payable on or before the tenth business day after the record date (or the next succeeding business day). For further information
on distributions to Trust unitholders, see Note 5 of the Notes to Financial Statements in Part II, Item 8 of this Form 10-K.
**Recent Sales of Unregistered Securities**
There were no equity securities sold by the Trust
during the year ended December 31, 2025.
**Purchases of Equity Securities**
There were no purchases of Trust Units by the Trust
or any affiliated purchaser during the fourth quarter of 2025.
| 
| Item 6. | [Reserved] | |
47 
| 
| Item 7. | Trustees Discussion and Analysis of Financial Condition and Results of Operations. | |
This discussion contains forward-looking statements.
Please refer to Forward-Looking Statements for an explanation of these types of statements.
**Overview**
Permianville Royalty Trust, previously known as
Enduro Royalty Trust, a statutory trust created in May 2011, completed its initial public offering in November 2011. The Trusts
only asset and source of income is the Net Profits Interest, which entitles the Trust to receive 80% of the net profits from oil and natural
gas production from the Underlying Properties. The Net Profits Interest is passive in nature and neither the Trust nor the Trustee has
any management control over or responsibility for costs relating to the operation of the Underlying Properties. Additionally, third parties
operate substantially all of the wells on the Underlying Properties and, therefore, the Sponsor is not in a position to control the timing
of development efforts, associated costs, or the rate of production of the reserves.
The Trust is required to make monthly cash distributions
of substantially all of its monthly cash receipts, after deducting the Trusts administrative expenses, to holders of record (generally
the last business day of each calendar month) on or before the tenth business day after the record date. The Net Profits Interest is entitled
to a share of the profits from and after July 1, 2011 attributable to production occurring on or after June 1, 2011. The amount
of Trust revenues and cash distributions to Trust unitholders depends on, among other things:
| 
| | oil and natural gas sales prices; | |
| 
| | volumes of oil and natural gas produced and sold attributable to the Underlying
Properties; | |
| 
| | production and development costs; | |
| 
| | price differentials; | |
| 
| | potential reductions or suspensions of production; | |
| 
| | the amount and timing of Trust administrative expenses; and | |
| 
| | the establishment, increase, or decrease of reserves for approved development
expenses or future liabilities of the Trust. | |
Generally, the Sponsor receives cash payment for
oil production 30 to 60 days after it is produced and for natural gas production 60 to 90 days after it is produced.
**2025 Recap and 2026 Outlook**
COERT believes that the outlook for oil and gas
industry remains mixed, particularly in light of the recent commencement of hostilities in the Persian Gulf and the resulting increase
in oil prices. COERT believes that natural gas-weighted capital expenditures will remain elevated compared to prior years as the continued
development of U.S. liquified natural gas (LNG) export capacity provides a tailwind for operators of the Underlying Properties
and other U.S. energy assets. Specifically, the Haynesville shale region, where the Underlying Properties have seen increased activity
in recent years, is nearest to the LNG export terminals on the U.S. Gulf Coast. COERT expects Haynesville shale activity to remain elevated.
COERT also expects oil-directed capital expenditures to decline from prior years but to be even more volatile given the rise in oil prices
in the first quarter of 2026.
Meanwhile, the continuing trend of consolidation
within the oil and gas industry may alter the level and targeted area of capital expenditures. In recent years, several of the largest
operators on the Underlying Properties have sold assets to other large operators or have been acquired by larger super majors, which can
affect the pace of capital expenditures. COERT indicates that the operators who have taken over operations of several of the largest Underlying
Properties generally are larger, better-capitalized entities with higher credit ratings.
48 
The average NYMEX oil and natural gas prices
experienced continued volatility in 2025, with average oil prices continuing their trend of average annual declines. The average
NYMEX oil price of $64.73 per Bbl in calendar year 2025 was down from $75.79 per Bbl in calendar year 2024, a decline of 15%. The
price range varied from high of $80.04 per Bbl in January 2025 to a low of $55.27 per Bbl in December 2025. Similar to the
prior year, the second half of 2025 saw more muted prices, which could potentially weigh on the outlook for capital activity by
operators in 2026. Oil prices generally declined in the second half of 2025, as the Trump Administrations global trade and
economic policies led to greater market uncertainty. Natural gas prices, while volatile, nevertheless experienced a meaningful
improvement year-over-year, reflecting continued demand growth from U.S. LNG exports and increasing power usage for digital
infrastructure and other sectors. The average NYMEX natural gas price increased from $2.41 per MMBtu in calendar year 2024 to $3.62
per MMBtu in calendar year 2025, an increase of 50%. Despite this increase, the range of natural gas prices during the year remained
wide, with a low of $2.70 per MMBtu in August 2025 and a high of $5.29 per MMBtu in December 2025. The increase in natural
gas prices has outpaced overall capital expenditures in the industry, however, as the Baker Hughes average weekly U.S. natural gas
rig count increased from 105 in calendar year 2024 to 113 in calendar year 2025, an increase of less than 8%. COERT believes that
the outperformance of the natural gas commodity to the natural gas rig count is representative of the shift in industry sentiment to
prioritize free cash flow over production growth compared to prior cycles. This industry behavior, coupled with the mixed outlook
for oil prices compared to natural gas prices, was also reflected in the Underlying Properties during 2025. Capital expenditures on
the Underlying Properties declined 35% from the record spending in calendar year 2024. Although revenue from the Underlying
Properties in 2025 declined 24% due primarily to the decline in oil prices, the Income from Net Profits Interest to the Trust only
declined 8% year-over-year, as the reduction in capital expenditures helped to offset the decline in revenues.
Given increasing geopolitical uncertainty and its
impact on forward commodity prices, as well as continued turnover in the ownership of some of the operators of the Underlying Properties,
COERT believes that planned capital expenditures during 2026 remain somewhat uncertain. Based on currently available information, COERT
anticipates 2026 capital expenditures on the Underlying Properties to range from $9.0 million to $15.0 million, or $7.2 million to
$12.0 million net to the Trusts 80% Net Profits Interest. This would represent a modest decrease at the midpoint from the
2025 levels. COERT indicates that the majority of the expected capital expenditures remain directed in the Haynesville area of the Underlying
Properties given higher relative natural gas prices and accelerated drilling activity by a certain super major oil company that operates
a portion of those properties. COERT indicates that it continues to have access to adequate capital and liquidity to fund such capital
expenditures as they come due.
COERT believes there could be further opportunity
in 2026 for prospective divestitures of some or all of the Underlying Properties, as operators of some of the Underlying Properties look
to consolidate non-operated interests and acreage given recent merger and acquisition activity in the industry.
**Capex Drilling Activity Update**
Presented
below is a summary of the current status of certain notable capital projects recently undertaken on the Underlying Properties pursuant
to the capital expenditure program described above.
The following table is not intended to be a comprehensive
list reflecting all capital expenditures to date. In addition, there can often be a several-month delay from the time of capital expenditures
to the time of production and cash flows attributable to the Underlying Properties, especially given the non-operated nature of the Underlying
Properties.
| 
Operator | | 
Region | | 
Number of Wells | | 
Underlying
Properties W/I | | | 
Project | | 
Capex
Cumulative
Total | | | 
Status | |
| 
Large Cap E&P 1 | | 
Delaware | | 
3 | | 
| 5.0 | % | | 
D&C New Drills | | 
| | | | 
3 Pre Drills | |
| 
Large Cap E&P 2 | | 
Midland | | 
6 | | 
| 0.8 | % | | 
D&C New Drills | | 
$ | 1,000 | | | 
6 Drilling in Process | |
| 
Large Cap E&P 3 | | 
Delaware | | 
19 | | 
| 1.0 | % | | 
D&C New Drills | | 
| | | | 
19 Pre Drills | |
| 
Large Super Major 1 | | 
Haynesville | | 
3 | | 
| 8.9 | % | | 
D&C New Drills | | 
$ | 436,000 | | | 
3 Drilling in Process | |
| 
PE-Backed Private 1 | | 
Delaware | | 
2 | | 
| 4.6 | % | | 
D&C New Drills | | 
$ | 203,000 | | | 
2 Producing awaiting first revenue | |
| 
PE-Backed Private 2 | | 
Delaware | | 
7 | | 
| 1.2 | % | | 
D&C New Drills | | 
$ | 127,000 | | | 
4 Drilling in Process | |
49 
The Sponsor expects that a majority of the projects
above that are still in process or awaiting first revenues will be completed and will begin producing during 2026.
**Results of Operations**
The following table displays oil and natural gas
sales volumes and average prices from the Underlying Properties, representing the amounts included in the net profits calculation for
the distributions paid during the years ended December 31, 2025 and 2024.
| 
| | 
Underlying Properties Sales Volumes | | | 
Average Price | | |
| 
Month of Distribution | | 
Oil 
(Bbls) | | | 
Natural Gas
(Mcf) | | | 
Oil 
(per Bbl) | | | 
Natural Gas 
(per Mcf) | | |
| 
2025: | | 
| | | | 
| | | | 
| | | | 
| | | |
| 
September | | 
| 326,589 | | | 
| 4,167,300 | | | 
$ | 70.50 | | | 
$ | 2.37 | | |
| 
October | | 
| 34,446 | | | 
| 702,645 | | | 
$ | 65.41 | | | 
$ | 2.81 | | |
| 
November | | 
| 39,977 | | | 
| 825,273 | | | 
$ | 62.17 | | | 
$ | 2.91 | | |
| 
December | | 
| 35,657 | | | 
| 777,070 | | | 
$ | 64.30 | | | 
$ | 2.96 | | |
| 
Total2025(1) | | 
| 436,669 | | | 
| 6,472,288 | | | 
$ | 63.88 | | | 
$ | 2.76 | | |
| 
2024: | | 
| | | | 
| | | | 
| | | | 
| | | |
| 
February | | 
| 115,343 | | | 
| 711,124 | | | 
$ | 83.99 | | | 
$ | 2.38 | | |
| 
August | | 
| 346,439 | | | 
| 2,610,841 | | | 
$ | 77.10 | | | 
$ | 2.18 | | |
| 
September | | 
| 41,469 | | | 
| 394,278 | | | 
$ | 79.53 | | | 
$ | 1.39 | | |
| 
October | | 
| 38,579 | | | 
| 374,304 | | | 
$ | 77.69 | | | 
$ | 1.69 | | |
| 
November | | 
| 52,287 | | | 
| 1,105,204 | | | 
$ | 79.43 | | | 
$ | 2.44 | | |
| 
December | | 
| 40,886 | | | 
| 384,143 | | | 
$ | 75.88 | | | 
$ | 1.78 | | |
| 
Total2024(2) | | 
| 635,003 | | | 
| 5,579,894 | | | 
$ | 78.84 | | | 
$ | 3.79 | | |
| 
| (1) | The table for the year ended December 31, 2025 does not separately display sales volumes for January through August because
the Trust did not pay a distribution with respect to those months, as the net profits interest calculation for each such period was negative. | |
| 
| (2) | The table for the year ended December 31, 2024 does not separately display sales volumes for January, March, July and August because
the Trust did not pay a distribution with respect to those months, as the net profits interest calculation for each such period was negative. | |
50 
**Computation of Income from Net Profits Interest Received by the
Trust**
In connection with the closing of the initial public
offering in November 2011, Enduro contributed the Net Profits Interest to the Trust in exchange for 33,000,000 newly issued Trust
Units. The Net Profits Interest entitles the Trust to receive 80% of the net profits from the sale and production of oil and natural gas
attributable to the Underlying Properties that are produced during the term of the Conveyance, which commenced on July 1, 2011. The
Trusts Income from Net Profits Interest consists of monthly net profits attributable to the Net Profits Interest. Net profits income
for the years ended December 31, 2025 and 2024 were determined as shown in the following table:
| 
| | 
Year Ended December 31, | | |
| 
| | 
2025 | | | 
2024 | | |
| 
Gross profits: | | 
| | | | 
| | | |
| 
Oil sales | | 
$ | 30,117,726 | | | 
$ | 50,291,248 | | |
| 
Natural gas sales | | 
| 16,959,057 | | | 
| 11,341,855 | | |
| 
Total | | 
| 47,076,783 | | | 
| 61,633,103 | | |
| 
Costs: | | 
| | | | 
| | | |
| 
Direct operating expenses: | | 
| | | | 
| | | |
| 
Lease operating expenses | | 
| 19,379,000 | | | 
| 26,801,000 | | |
| 
Compression, gathering and transportation | | 
| 5,778,000 | | | 
| 3,773,000 | | |
| 
Production, ad valorem and other taxes | | 
| 3,005,000 | | | 
| 4,140,000 | | |
| 
Development expenses | | 
| 13,149,000 | | | 
| 20,345,000 | | |
| 
Total | | 
| 41,311,000 | | | 
| 55,059,000 | | |
| 
Gross proceeds from sale/lease of undeveloped acreage | | 
| 389,043 | | | 
| 146,400 | | |
| 
Net profits attributable to Underlying Properties | | 
$ | 6,154,826 | | | 
$ | 6,720,503 | | |
| 
Percentage allocable to Net Profits Interest | | 
| 80 | % | | 
| 80 | % | |
| 
Income from Net Profits Interest | | 
$ | 4,923,860 | | | 
$ | 5,376,503 | | |
| 
Capex Reserve Release (Holdback) for anticipated capital expenditures(1) | | 
| (250,000 | ) | | 
| (1,000,000 | ) | |
| 
Less: COERT Loan Repayment | | 
| (751,956 | ) | | 
| (527,076 | ) | |
| 
Less: Trust general and administrative expenses and cash withheld for expenses | | 
| (687,897 | ) | | 
| (1,027,825 | ) | |
| 
Release of Escrow(2) | | 
| 282,072 | | | 
| | | |
| 
Distributable income | | 
$ | 3,516,070 | | | 
$ | 2,821,500 | | |
| 
| (1) | See discussion under Years Ended December 31, 2025 and 2024 below. | |
| 
| (2) | Represents the release by the Sponsor of the $250,000 withheld from the net proceeds allocable to the Trust from the Sponsors
sale in August 2023 of certain oil and gas properties in the Permian Basin, which amount was intended to cover possible indemnification
obligations arising during the indemnification period following the closing of the sale. Together with interest, this amount equated to
$282,072. | |
In 2024, net profits from the Underlying Properties
were positive, which eliminated the cumulative Net Profits Interest shortfall of $1.2 million and the cumulative outstanding Sponsor advances
to the Trust of $0.5 million. Because the Net Profits Interest shortfall that existed as of December 31, 2023 was eliminated
in 2024, revenues and the associated direct operating and development expenses for the last month of 2023 are included in the calculation
of distributable income detailed in the table above for the year ended December 31, 2024, and the related sales volumes are detailed
in the table below.
The following table displays oil and natural gas
sales volumes and average prices from the Underlying Properties, representing the amounts included in the net profits calculation for
distributions paid during the years ended December 31, 2025 and 2024:
| 
| | 
Year Ended December 31, | | |
| 
| | 
2025 | | | 
2024 | | |
| 
Underlying Properties Sales Volumes: | | 
| | | | 
| | | |
| 
Oil (Bbls) | | 
| 436,669 | | | 
| 635,003 | | |
| 
Natural Gas (Mcf) | | 
| 6,472,288 | | | 
| 5,579,894 | | |
| 
Combined (Boe) | | 
| 1,515,384 | | | 
| 1,564,985 | | |
| 
| | 
| | | | 
| | | |
| 
Average Prices: | | 
| | | | 
| | | |
| 
Oil NYMEX (applicable NPI period) ($/Bbl) | | 
$ | 67.98 | | | 
$ | 78.04 | | |
| 
Differential | | 
$ | 0.99 | | | 
$ | 1.16 | | |
| 
Oil prices realized ($/Bbl) | | 
$ | 68.97 | | | 
$ | 79.20 | | |
| 
| | 
| | | | 
| | | |
| 
Natural gas NYMEX (applicable NPI period) ($/Mcf) | | 
$ | 3.07 | | | 
$ | 2.28 | | |
| 
Differential | | 
$ | (0.45 | ) | | 
$ | (0.25 | ) | |
| 
Natural gas prices realized ($/Mcf) | | 
$ | 2.62 | | | 
$ | 2.03 | | |
51 
**Years Ended December 31, 2025 and 2024**
Net profits attributable to the Underlying Properties
for the year ended December 31, 2025 are calculated from the following:
| 
| | oil sales related to oil produced from the Underlying Properties primarily
from September 2024 through August 2025; | |
| 
| | natural gas sales related to natural gas produced from the Underlying Properties
primarily from August 2024 through July 2025; and | |
| 
| | direct operating and development expenses related to expenses and capital
incurred primarily from October 2024 to September 2025. | |
Net profits attributable to the Underlying Properties
for the year ended December 31, 2025 were $6.2 million compared to $6.7 million for the year ended December 31, 2024. As
discussed in Computation of Income from Net Profits Interest Received by the Trust above, no distribution was made
to Trust unitholders in December 2023 due to the Net Profits Interest shortfall. Accordingly, under the modified cash basis of accounting,
the oil and natural gas sales, direct operating expenses and development expenses attributable to the corresponding production period
were excluded from the calculation of distributable income for the year ended December 31, 2023 and instead were included in the
Trusts results for the year ended December 31, 2024, once the shortfall was recouped. Therefore, several variances between
the periods are due to the inclusion of thirteen months of results in the year ended December 31, 2024 compared to twelve months
in the year ended December 31, 2025. The $0.5 million decrease in net profits attributable to the Underlying Properties from
the 2024 period to the 2025 period was primarily due to the following items:
| 
| | Oil sales decreased $20.2 million, primarily due to a decrease in produced
volumes, which decreased revenues by $15.7 million. This decrease was primarily due to the several new Permian wells that either turned
to sales or completed title work and thereby allowed production attributable to prior periods to be released by the operators of the Underlying
Properties in 2024. Realized oil sales prices decreased by 13% in 2025 compared to 2024, which decreased revenues by $4.5 million. | |
| 
| | Natural gas sales increased $5.6 million compared to 2024, reflecting a $1.8
million increase due to higher produced volumes and a $3.8 million increase due to higher realized prices. The average natural gas price
received increased 29% primarily due to the increase in the average realized natural gas price for the relevant production months. | |
| 
| | Lease operating expenses during the year ended December 31, 2025 were
$19.4 million compared to $26.8 million during the year ended December 31, 2024, a decrease of $7.4 million. Approximately $1.4 million
of the 2024 expenses were attributable to a settlement between COERT and one of the operators of the Underlying Properties relating to
a dispute with respect to certain lease operating expenses from 2018 and 2019 that the operator had mistakenly coded for Enduro instead
of COERT. In May 2023, COERT and the operator agreed to settle the dispute at a discounted amount, resulting in an incremental lease
operating expense adjustment of approximately $0.4 million per month from June 2023 through December 2023, after which no additional
amounts relating to the disputed expenses will be owed to the operator. The remaining decrease in lease operating expenses was primarily
due to several new drilled wells that came online in 2024 compared to 2025. | |
| 
| | Compression, gathering and transportation expenses increased from $3.8 million
in 2024 to $5.8 million in 2025 primarily due to higher sales volumes from three new Haynesville wells that came online in 2025. | |
| 
| | Production, ad valorem and other taxes decreased $1.1 million in 2025 compared
to 2024, primarily due to the decreased produced oil volumes. | |
52 
| 
| | Development expenses decreased $7.2 million due to higher drilling and
completion costs related to multiple new wells in the Permian and Haynesville areas during 2024 compared to 2025. | |
During the year ended December 31, 2024, the
Sponsor withheld from the net profits otherwise payable to the Trust a net aggregate total of $1.0 million for the establishment of a
cash reserve for approved, future development expenses. This reserve was intended to fund an expected increase in development expenses;
however, if those expenses are ultimately delayed or are less than expected, or if the outlook changes, amounts reserved but unspent would
be released as an incremental cash distribution in a future period. This cash reserve for future development was fully released to the
Trust in early 2025. In late 2025, the Sponsor withheld $1.3 million for the establishment of a new cash reserve for future development
expenses.
The Trust withheld $0.7 million and paid $0.8 million
for general and administrative expenses during the year ended December 31, 2025. Expenses paid during the period primarily consisted
of fees for the preparation of 2024 tax information for Trust unitholders, preparation of the Trusts 2024 reserve report and Annual
Report on Form 10-K, 2024 financial statement audit fees, preparation of the Trusts 2025 monthly press releases and Quarterly
Reports on Form 10-Q, Trustee fees, and New York Stock Exchange listing fees. For the year ended December 31, 2024, the Trust
withheld $1.6 million and paid $1.0 million for general and administrative expenses.
**Liquidity and Capital Resources**
The Trusts principal sources of liquidity
are cash flow generated from the Net Profits Interest and borrowing capacity under the letter of credit described below. Other than Trust
administrative expenses, including any reserves established by the Trustee for future liabilities, the Trusts only use of cash
is for distributions to Trust unitholders. Available funds are the excess cash, if any, received by the Trust from the Net Profits Interest
and other sources (such as interest earned on any amounts reserved by the Trustee) in any given month, over the Trusts expenses
paid for that month. Available funds are reduced by any cash the Trustee determines to hold as a reserve against future expenses.
The Trustee may create a cash reserve to pay for
future liabilities of the Trust. In November 2021, the Trustee notified COERT of the Trustees intent to build a cash reserve
for the payment of future known, anticipated or contingent expenses or liabilities of the Trust. From February 2022 through March 2023,
the Trustee withheld $37,833, and commencing with the distribution to Trust unitholders paid in April 2023 has been withholding and,
in the future, intends to withhold $50,000, from the funds otherwise available for distribution each month to gradually build a cash reserve
of approximately $2.3 million. The Trustee may increase or decrease the targeted cash reserve amount at any time and may increase
or decrease the rate at which it is withholding funds to build the cash reserve at any time, without advance notice to the Trust unitholders.
Cash held in reserve will be invested as required by the Trust Agreement. Any cash reserved in excess of the amount necessary to pay or
provide for the payment of future known, anticipated or contingent expenses or liabilities eventually will be distributed to Trust unitholders,
together with interest earned on the funds. As of December 31, 2025, this cash reserve totaled $1,441,386.
If the Trustee determines that the cash on hand
and the cash to be received are, or will be, insufficient to cover the Trusts liabilities, the Trustee may authorize the Trust
to borrow money to pay administrative or incidental expenses of the Trust that exceed cash held by the Trust. The Trustee may authorize
the Trust to borrow from any person, including the Trustee or the Delaware Trustee or an affiliate thereof, although none of the Trustee,
the Delaware Trustee or any affiliate thereof intends to lend funds to the Trust. The Trustee may also cause the Trust to mortgage its
assets to secure payment of the indebtedness. The terms of such indebtedness and security interest, if funds were to be loaned by the
entity serving as Trustee or Delaware Trustee or an affiliate thereof, would be similar to the terms which such entity would grant to
a similarly situated commercial customer with whom it did not have a fiduciary relationship. In addition, COERT has provided the Trust
with a $1.2 million letter of credit to be used by the Trust if its cash on hand (including available cash reserves) is insufficient to
pay ordinary course administrative expenses. Further, if the Trust requires more than the $1.2 million under the letter of credit to pay
administrative expenses, COERT has agreed to loan funds to the Trust necessary to pay such expenses. Any loan made by COERT to the Trust
would be evidenced by a written promissory note, be on an unsecured basis, and have terms that are no less favorable to COERT than those
that would be obtained in an arms length transaction between COERT and an unaffiliated third party. If the Trust borrows funds
or draws on the letter of credit, no further distributions will be made to Trust unitholders until such amounts borrowed or drawn are
repaid. Except for the foregoing, the Trust has no source of liquidity or capital resources. The Trustee has no current plans to authorize
the Trust to borrow money other than Sponsor advances to pay the Trusts monthly operating expenses. At December 31, 2025 and
2024, the Trust held cash reserves of $2,733,791 and $2,193,787, respectively, for future Trust expenses. Since its formation, the Trust
has not borrowed any funds other than Sponsor advances to pay the Trusts monthly operating expenses and no amounts have been drawn
on the letter of credit.
53 
From time to time, if the Trusts cash on
hand (including available cash reserves, if any) is not sufficient to pay the Trusts ordinary course administrative expenses that
are due prior to the monthly payment to the Trust of proceeds from the Net Profits Interest, the Sponsor may advance funds to the Trust
to pay such expenses. Such advances are recorded as a liability on the Statements of Assets, Liabilities and Trust Corpus until repaid.
Cash held by the Trustee as a reserve against future
liabilities or for distribution at the next distribution date may be held in a noninterest-bearing account or may be invested in:
| 
| | interest-bearing obligations of the United States government; | |
| 
| | money market funds that invest only in United States government securities; | |
| 
| | repurchase agreements secured by interest-bearing obligations of the United
States government; or | |
| 
| | bank certificates of deposit. | |
The Sponsor has not entered into any hedge contracts
relating to oil and natural gas volumes produced from the Underlying Properties, attributable to the Net Profits Interest for the years
ended December 31, 2025 or 2024, and the terms of the Conveyance prohibit COERT from entering into new hedging arrangements burdening
the Trust.
The Trust pays the Trustee an administrative fee
of $200,000 per year. The Trust pays the Delaware Trustee an annual fee of $2,000. The Trust also incurs, either directly or as a reimbursement
to the Trustee, legal, accounting, tax and engineering fees, printing costs and other expenses that are deducted by the Trust before distributions
are made to Trust unitholders. The Trust also is responsible for paying other expenses incurred as a result of being a publicly traded
entity, including costs associated with annual and quarterly reports to Trust unitholders, tax return and Form 1099 preparation and
distribution, NYSE listing fees, independent auditor fees and registrar and transfer agent fees.
The Trust does not have any transactions, arrangements
or other relationships with unconsolidated entities or persons that could materially affect the Trusts liquidity or the availability
of capital resources.
**New Accounting Pronouncements**
As the Trusts financial statements are prepared
on the modified cash basis, most accounting pronouncements are not applicable to the Trusts financial statements. No new accounting
pronouncements have been adopted or issued that would impact the financial statements of the Trust.
**Critical Accounting Policies and Estimates**
The Trust uses the modified cash basis of accounting
to report Trust receipts of income from the Net Profits Interest and payments of expenses incurred. The Net Profits Interest represents
the right to receive revenues (oil and natural gas sales), less direct operating expenses (lease operating expenses and production and
property taxes) and development expenses of the Underlying Properties plus any payments made or net payments received in connection with
the settlement of certain hedge contracts, multiplied by 80%. Cash distributions of the Trust are made based on the amount of cash received
by the Trust pursuant to terms of the Conveyance.
Under the terms of the Conveyance, the monthly
Net Profits Interest calculation includes oil and natural gas revenues received. Monthly operating expenses and capital expenditures represent
incurred expenses, and as a result, represent accrued expenses as well as expenses paid during the period.
54 
The financial statements of the Trust are prepared
on the following basis:
(a) Income from Net Profits Interest is recorded
when distributions are received by the Trust;
(b) Distributions to Trust unitholders are
recorded when paid by the Trust;
(c) Trust general and administrative expenses
(which includes the Trustees fees as well as accounting, engineering, legal, and other professional fees) are recorded when paid;
(d) Cash reserves for Trust expenses may be
established by the Trustee for certain future expenditures that would not be recorded as contingent liabilities under accounting principles
generally accepted in the United States of America (GAAP);
(e) Amortization of the Net Profits Interest
in oil and natural gas properties is calculated on a unit-of-production basis and is charged directly to the Trust corpus. Such amortization
does not affect distributable income of the Trust; and
(f) The Net Profits Interest in oil and natural
gas properties is periodically assessed whenever events or circumstances indicate that the aggregate value may have been impaired below
its total capitalized cost based on the Underlying Properties. If an impairment loss is indicated by the carrying amount of the assets
exceeding the sum of the undiscounted expected future net cash flows of the Net Profits Interest, then an impairment loss is recognized
for the amount by which the carrying amount of the asset exceeds its estimated fair value determined using discounted cash flows.
The financial statements of the Trust differ from
financial statements prepared in accordance with GAAP because revenues are not accrued in the month of production; certain cash reserves
may be established for contingencies which would not be accrued in financial statements prepared in accordance with GAAP; general and
administrative expenses are recorded when paid instead of when incurred; Any impairment; and amortization of the net profits interest
calculated on a unit-of-production basis is charged directly to trust corpus instead of as an expense. While these statements differ from
financial statements prepared in accordance with GAAP, the modified cash basis of reporting revenues, expenses, and distributions is considered
to be the most meaningful because monthly distributions to the Trust unitholders are based on net cash receipts.
This comprehensive basis of accounting other than
GAAP corresponds to the accounting permitted for royalty trusts by the SEC as specified by Staff Accounting Bulletin Topic 12:E, *Financial
Statements of Royalty Trusts*.
The preparation of financial statements requires
the Trust to make estimates and assumptions that affect the reported amounts of assets and liabilities and the reported amounts of revenues
and expenses during the reporting period. Actual results could differ from those estimates.
*Oil and Natural Gas Reserves.* The proved
oil and natural gas reserves for the Underlying Properties are estimated by independent petroleum engineers. Reserve engineering is a
subjective process that is dependent upon the quality of available data and the interpretation thereof. Estimates by different engineers
often vary, sometimes significantly. In addition, physical factors such as the results of drilling, testing and production subsequent
to the date of an estimate, as well as economic factors such as changes in product prices, may justify revision of such estimates. Because
proved reserves are required to be estimated using prices at the date of the evaluation, estimated reserve quantities can be significantly
impacted by changes in product prices. Accordingly, oil and natural gas quantities ultimately recovered and the timing of production may
be substantially different from original estimates.
55 
The Financial Accounting Standards Board requires
supplemental disclosures for oil and gas producers based on a standardized measure of discounted future net cash flows relating to proved
oil and natural gas reserve quantities. Under this disclosure, future cash inflows are computed by applying the average prices during
the 12-month period prior to fiscal year-end, determined as an unweighted arithmetic average of the first-day-of-the-month benchmark price
for each month within such period, unless prices are defined by contractual arrangements, excluding escalations based upon future conditions.
Future price changes are only considered to the extent provided by contractual arrangements in existence at year-end. The standardized
measure of discounted future net cash flows is achieved by using a discount rate of 10% a year to reflect the timing of future cash flows
relating to proved oil and natural gas reserves. Changes in any of these assumptions, including consideration of other factors, could
have a significant impact on the standardized measure. The standardized measure does not necessarily result in an estimate of the current
fair market value of proved reserves.
*Amortization of Net Profits Interest.* The
Trust calculates amortization of the Net Profits Interest in oil and natural gas properties on a unit-of-production basis based on the
Underlying Properties production and reserves. The reserves upon which the amortization rate is based are quantity estimates which
are subject to numerous uncertainties inherent in the estimation of proved reserves. The volumes considered to be commercially recoverable
fluctuate with changes in prices and operating costs. These estimates are expected to change as additional information becomes available
in the future. Downward revisions in proved reserves may result in an increased rate of amortization. Amortization is recorded on sales
volumes paid by the Trust during the relevant period and is charged directly to the Trust corpus balance. As a result, amortization does
not affect the cash earnings of the Trust.
*Impairment of Net Profits Interest.* The
Net Profits Interest in oil and natural gas properties is periodically assessed for impairment whenever events or circumstances indicate
that the current fair value based on expected future cash flows of the Underlying Properties may be less than the carrying value of the
Net Profits Interest. The Trust did not realize any impairment during the years ended December 31, 2025 or 2024. Future downward
revisions in actual production volumes relative to current forecasts, higher than expected operating costs, or lower than anticipated
market pricing could result in recognition of impairment in future periods. Any impairment of the Net Profits Interest will result in
a non-cash charge to Trust corpus and will not affect distributable income. For further information, see Note 3. Net Profits Interest
in Oil and Gas Properties of the Notes to Financial Statements in Part II, Item 8 of this Form 10-K.
| 
| Item 7A. | Quantitative and Qualitative Disclosures About Market Risk. | |
As a smaller reporting company as
defined in Item 10(f)(1) of Regulation S-K, the Trust is not required to provide information required by this Item.
56 
| 
| Item 8. | Financial Statements and Supplementary Data. | |
**Report of Independent Registered Public Accounting
Firm**
To the Trustee and Unitholders of Permianville
Royalty Trust:
**Opinion on the Financial Statements**
We have audited the accompanying statement of
assets, liabilities, and trust corpus of Permianville Royalty Trust (the Trust) as of December 31, 2025 and 2024, and the related
statements of distributable income and changes in trust corpus for the years then ended, and the related notes (collectively referred
to as the financial statements). In our opinion, the financial statements present fairly, in all material respects, the
financial position of the Trust at December 31, 2025 and 2024, and its distributable income and changes in trust corpus for the years
then ended, in conformity with the modified cash basis of accounting, as described in Note 2, which is a comprehensive basis of accounting
other than accounting principles generally accepted in the United States of America.
**Basis of Accounting**
As described in Note 2 to the financial statements,
these financial statements were prepared on the modified cash basis of accounting, which is a comprehensive basis of accounting other
than accounting principles generally accepted in the United States of America.
**Basis for Opinion**
These financial statements are the responsibility
of the Trustee. Our responsibility is to express an opinion on these financial statements based on our audits. We are a public accounting
firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent
with respect to the Trust in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities
and Exchange Commission and the PCAOB.
We conducted our audits in accordance with the
standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial
statements are free of material misstatement, whether due to error or fraud. The Trust is not required to have, nor were we engaged to
perform, an audit of its internal control over financial reporting. As part of our audit we are required to obtain an understanding of
internal control over financial reporting but not for the purpose of expressing an opinion on the effectiveness of the Trusts internal
control over financial reporting. Accordingly, we express no such opinion.
Our audits included performing procedures to assess
the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond
to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements.
Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating
the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.
**Critical Audit Matters**
Critical audit matters are matters arising from
the current period audit of the financial statements that were communicated or required to be communicated to the audit committee and
that: (1) relate to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging,
subjective, or complex judgments. We determined that there are no critical audit matters.
/s/ Weaver and Tidwell, L.L.P.
We have served as the Trusts auditor since
2021.
Houston, Texas
March 23, 2026
57 
**PERMIANVILLE ROYALTY TRUST**
**Statements of Assets, Liabilities and Trust Corpus**
| 
| | 
December 31, | | |
| 
| | 
2025 | | | 
2024 | | |
| 
ASSETS | | 
| | | | 
| | | |
| 
Cash and cash equivalents | | 
$ | 2,733,791 | | | 
$ | 2,193,787 | | |
| 
Net profits interest in oil and natural gas properties, net | | 
| 36,234,241 | | | 
| 41,892,402 | | |
| 
Total assets | | 
$ | 38,968,032 | | | 
$ | 44,086,189 | | |
| 
LIABILITIES AND TRUST CORPUS | | 
| | | | 
| | | |
| 
Advances to the Trust | | 
$ | | | | 
$ | 150,000 | | |
| 
Total liabilities | | 
| | | | 
| 150,000 | | |
| 
Trust corpus (33,000,000 units issued and outstanding) | | 
| 38,968,032 | | | 
| 43,936,189 | | |
| 
Total liabilities and Trust corpus | | 
$ | 38,968,032 | | | 
$ | 44,086,189 | | |
The accompanying notes to financial statements
are an integral part of these statements.
58 
**PERMIANVILLE ROYALTY TRUST**
**Statements of Distributable Income**
| 
| | 
Year Ended December 31, | | |
| 
| | 
2025 | | | 
2024 | | |
| 
Income from net profits interest | | 
$ | 4,644,698 | | | 
$ | 4,259,281 | | |
| 
Income from sale/lease of assets | | 
| 311,234 | | | 
| 117,120 | | |
| 
Income from sale of producing properties | | 
| | | | 
| | | |
| 
Interest and investment income | | 
| 92,465 | | | 
| 80,032 | | |
| 
General and administrative expenses | | 
| (842,323 | ) | | 
| (985,843 | ) | |
| 
Cash reserves withheld for Trust expenses | | 
| (690,004 | ) | | 
| (649,090 | ) | |
| 
Distributable income | | 
$ | 3,516,070 | | | 
$ | 2,821,500 | | |
| 
Distributable income per unit (33,000,000 units) | | 
$ | 0.106548 | | | 
$ | 0.085500 | | |
The accompanying notes to financial statements
are an integral part of these statements.
59 
**PERMIANVILLE ROYALTY TRUST**
**Statements of Changes in Trust Corpus**
| 
| | 
Year Ended December 31, | | |
| 
| | 
2025 | | | 
2024 | | |
| 
Trust corpus, beginning of period | | 
$ | 43,936,189 | | | 
$ | 51,628,130 | | |
| 
Sale of net profits interest of producing properties | | 
| - | | | 
| - | | |
| 
Cash reserves withheld for Trust expenses | | 
| 690,004 | | | 
| 649,090 | | |
| 
Distributable income | | 
| 3,516,070 | | | 
| 2,821,500 | | |
| 
Distributions to unitholders | | 
| (3,516,070 | ) | | 
| (2,821,500 | ) | |
| 
Amortization of net profits interest | | 
| (5,658,161 | ) | | 
| (8,341,031 | ) | |
| 
Trust corpus, end of period | | 
$ | 38,968,032 | | | 
$ | 43,936,189 | | |
The accompanying notes to financial statements
are an integral part of these statements.
60 
**PERMIANVILLE ROYALTY TRUST**
**NOTES TO FINANCIAL STATEMENTS**
| 
| 1. | TRUST ORGANIZATION AND PROVISIONS | 
|
Permianville Royalty Trust (the Trust),
previously known as Enduro Royalty Trust, is a Delaware statutory trust formed in May 2011 pursuant to a trust agreement (as amended
and restated, and as further amended, the Trust Agreement) among Enduro Resource Partners LLC (Enduro), as
trustor, The Bank of New York Mellon Trust Company, N.A. (the Trustee), as trustee, and Wilmington Trust Company (the Delaware
Trustee), as Delaware Trustee.
The Trust was created to acquire and hold for the
benefit of the Trust unitholders a net profits interest representing the right to receive 80% of the net profits from the sale of oil
and natural gas production from certain properties in the states of Texas, Louisiana and New Mexico held by Enduro as of the date of the
conveyance of the net profits interest to the Trust (the Net Profits Interest). The properties in which the Trust holds
the Net Profits Interest are referred to as the Underlying Properties.
In connection with the closing of the initial public
offering in November 2011, Enduro contributed the Net Profits Interest to the Trust in exchange for 33,000,000 units of beneficial
interest in the Trust (the Trust Units). Through the initial public offering in 2011 and a secondary offering in 2013, Enduro
sold a total of 24,400,000 Trust Units. As of December 31, 2017, Enduro owned 8,600,000 Trust Units, or 26% of the issued and outstanding
Trust Units.
At a special meeting of Trust unitholders held
on August 30, 2017, unitholders approved several proposals, including amendments to the Trust Agreement. In September 2017,
Enduro, the Trustee and the Delaware Trustee entered into the First Amendment to Amended and Restated Trust Agreement, which amended certain
provisions of the Trust Agreement to, among other things, allow Enduro to sell interests in the Underlying Properties free and clear of
the Net Profits Interest with the approval of Trust unitholders holding at least 50% of the then outstanding units of the Trust at a meeting
held in accordance with the requirements of the Trust Agreement. This amendment reduced the required threshold for approval of such sales
from 75% to 50% of the outstanding units of the Trust.
On August 31, 2018, COERT Holdings 1 LLC (COERT
or the Sponsor) acquired the Underlying Properties and all of the outstanding Trust Units owned by Enduro (the Sale
Transaction). In connection with the Sale Transaction, the Sponsor assumed all of Enduros obligations under the Trust Agreement
and other instruments to which Enduro and the Trustee were parties. As of December 31, 2025, the Sponsor owned 7,363,961 Trust Units,
or 22% of the issued and outstanding Trust Units.
The Net Profits Interest is passive in nature and
neither the Trust nor the Trustee has any management control over or responsibility for costs relating to the operation of the Underlying
Properties. The Trust has no directors, officers or employees. The business and affairs of the Trust are administered by The Bank of New
York Mellon Trust Company, N.A., as Trustee. The duties of the Trustee are defined by the Trust Agreement. The Trustee does not make operating
or business decisions affecting the assets of the Trust, and the Trustees functions under the Trust Agreement are ministerial in
nature. The Trust Agreement provides, among other provisions, that:
| 
| | the Trusts business activities are limited to owning the Net Profits
Interest and any activity reasonably related to such ownership, including activities required or permitted by the terms of the Conveyance
of Net Profits Interest, dated effective as of July 1, 2011 (as supplemented and amended to date, the Conveyance);
as a result, the Trust is not permitted to acquire other oil and natural gas properties or net profits interests or otherwise to engage
in activities beyond those necessary for the conservation and protection of the Net Profits Interest; | |
| 
| | the Trust may dispose of all or any material part of the assets of the Trust
(including the sale of the Net Profits Interests) if approved by at least 75% of the outstanding Trust Units; | |
| 
| | the Sponsor may sell a divided or undivided portion of its interests in the
Underlying Properties, free from and unburdened by the Net Profits Interest, if approved by at least 50% of the outstanding Trust Units
at a meeting of Trust unitholders; | |
61 
**PERMIANVILLE ROYALTY TRUST**
**NOTES TO FINANCIAL STATEMENTSContinued**
| 
| | the Trustee will make monthly cash distributions to Trust unitholders (Note
5); | |
| 
| | the Trustee may create a cash reserve to pay for future liabilities of the
Trust; | |
| 
| | the Trustee may authorize the Trust to borrow money to pay administrative
or incidental expenses of the Trust that exceed its cash on hand and available reserves; in that event, no further distributions will
be made to Trust unitholders until such amounts borrowed are repaid; and | |
| 
| | the Trust is not subject to any pre-set termination provisions based on a
maximum volume of oil or natural gas to be produced or the passage of time; the Trust will dissolve upon the earliest to occur of the
following: | |
| 
| | the Trust, upon approval of the holders of at least 75% of the outstanding
Trust Units, sells the Net Profits Interest; | |
| 
| | the annual cash proceeds received by the Trust attributable to the Net Profits
Interest are less than $2 million for each of any two consecutive years; | |
| 
| | the holders of at least 75% of the outstanding Trust Units vote in favor
of dissolution; or | |
| 
| | the Trust is judicially dissolved. | |
| 
| 2. | SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 
|
**Basis of Accounting**
The Trust uses the modified cash basis of accounting
to report Trust receipts of income from the Net Profits Interest and payments of expenses incurred. The Net Profits Interest represents
the right to receive revenues (oil and natural gas sales), less direct operating expenses (including lease operating expenses and production
and property taxes) and development expenses of the Underlying Properties, multiplied by 80%. Cash distributions of the Trust are made
based on the amount of cash received by the Trust from the Sponsor pursuant to terms of the Conveyance creating the Net Profits Interest.
Under the terms of the Conveyance, the monthly
Net Profits Interest calculation includes oil and natural gas revenues received by the Sponsor during the relevant month. Monthly operating
expenses and capital expenditures represent estimated incurred expenses, and as a result, represent accrued expenses as well as expenses
paid during the period.
The financial statements of the Trust are prepared
on the following basis:
| 
| (a) | Income from Net Profits Interest is recorded when distributions are received by the Trust; | |
| 
| (b) | Distributions to Trust unitholders are recorded when paid by the Trust; | |
| 
| (c) | Trust general and administrative expenses (which includes the Trustees fees as well as accounting, engineering, legal, and
other professional fees) are recorded when paid; | |
| 
| (d) | Cash reserves for Trust expenses may be established by the Trustee for certain future expenditures that would not be recorded as contingent
liabilities under accounting principles generally accepted in the United States of America (GAAP); | |
| 
| (e) | Amortization of the Net Profits Interest in oil and natural gas properties is calculated on a unit-of-production basis and is charged
directly to the Trust corpus; and | |
62 
**PERMIANVILLE ROYALTY TRUST**
**NOTES TO FINANCIAL STATEMENTSContinued**
| 
| (f) | The Net Profits Interest in oil and natural gas properties is periodically assessed whenever events or circumstances indicate that
the aggregate value may have been impaired below its total capitalized cost based on the Underlying Properties. If an impairment loss
is indicated by the carrying amount of the assets exceeding the sum of the undiscounted expected future net cash flows of the Net Profits
Interest, then an impairment loss is recognized for the amount by which the carrying amount of the asset exceeds its estimated fair value
determined using discounted cash flows. | |
The financial statements of the Trust differ from
financial statements prepared in accordance with GAAP because revenues are not accrued in the month of production; certain cash reserves
may be established for contingencies which would not be accrued in financial statements prepared in accordance with GAAP; general and
administrative expenses are recorded when paid instead of when incurred; and amortization of the net profits interest calculated on a
unit-of-production basis and any impairment recorded is charged directly to trust corpus instead of as an expense. While these statements
differ from financial statements prepared in accordance with GAAP, the modified cash basis of reporting revenues, expenses, and distributions
is considered to be the most meaningful because monthly distributions to the Trust unitholders are based on net cash receipts.
This comprehensive basis of accounting other than
GAAP corresponds to the accounting permitted for royalty trusts by the U.S. Securities and Exchange Commission (SEC) as
specified by Staff Accounting Bulletin Topic 12:E, *Financial Statements of Royalty Trusts*.
**Use of Estimates**
The preparation of financial statements in conformity
with the basis of accounting described above requires the Trust to make estimates and assumptions that affect reported amounts of assets
and liabilities and the reported amounts of revenues and expenses during the reporting period. Significant estimates affecting these financial
statements include estimates of proved oil and natural gas reserves, which are used to compute the Trusts amortization of net profits
interest and its impairment assessments. Although the Trustee believes that these estimates are reasonable, actual results could differ
from those estimates.
**Cash and Cash Equivalents**
Cash and cash equivalents include cash in banks,
money market accounts, and all highly liquid investments with an original maturity of three months or less.
**Impairment**
The Net Profits Interest in oil and natural gas
properties is periodically assessed for impairment whenever events or circumstances indicate that the current fair value based on expected
future cash flows of the Underlying Properties may be less than the carrying value of the Net Profits Interest. While the Trust did not
record an impairment during the years ended December 31, 2025 or 2024, future downward revisions in actual production volumes relative
to current forecasts, higher than expected operating costs, or lower than anticipated commodity prices could result in recognition of
impairment in future periods.
**New Accounting Pronouncements**
As the Trusts financial statements are prepared
on the modified cash basis, most accounting pronouncements are not applicable to the Trusts financial statements. No new accounting
pronouncements have been adopted or issued that would impact the financial statements of the Trust.
63 
**PERMIANVILLE ROYALTY TRUST**
**NOTES TO FINANCIAL STATEMENTSContinued**
| 
| 3. | NET PROFITS INTEREST IN OIL AND NATURAL GAS PROPERTIES | 
|
The Net Profits Interest in oil and natural gas
properties was recorded at its fair value on the date of conveyance. Amortization of the Net Profits Interest in oil and natural gas properties
is calculated on a unit-of-production basis based on the Underlying Properties production and reserves. The reserves upon which
the amortization rate is based are quantity estimates which are subject to numerous uncertainties inherent in the estimation of proved
reserves. The volumes considered to be commercially recoverable fluctuate with changes in commodity prices and operating costs. These
estimates are expected to change as additional information becomes available in the future. Downward revisions in proved reserves may
result in an increased rate of amortization. Amortization is charged directly to the Trust Corpus balance and does not affect the distributable
income of the Trust. Accumulated amortization as of December 31, 2025 and 2024 was $316,693,065 and $311,034,905, respectively.
The Net Profits Interest is periodically assessed
for impairment whenever events or circumstances indicate that the current fair value based on expected future cash flows of the Underlying
Properties may be less than the carrying value of the Net Profits Interest. While the Trust did not record an impairment during the years
ended December 31, 2025 or 2024, future downward revisions in actual production volumes relative to current forecasts, higher than
expected operating costs, or lower than anticipated commodity prices could result in recognition of impairment in future periods.
**Impairment of Net Profits Interest**
Fair value accounting guidance includes a hierarchy
that prioritizes the inputs to valuation techniques used to measure fair value. The hierarchy gives the highest priority to unadjusted
quoted prices in active markets for identical assets or liabilities (Level 1 inputs) and the lowest priority to unobservable inputs (Level
3). When indicators of impairment are present and it is determined that the carrying value of the Net Profits Interest exceeds the estimated
undiscounted cash flows of the subject interest, fair value estimates utilized in the impairment assessment are determined based on inputs
not observable in the market and thus represent Level 3 measurements.
| 
| 4. | INCOME TAXES | 
|
**Federal Income Taxes**
For federal income tax purposes, the Trust is a
grantor trust and therefore is not subject to tax at the trust level. Trust unitholders are treated as owning a direct interest in the
assets of the Trust, and each Trust unitholder is taxed directly on his or her pro rata share of the income and gain attributable to the
assets of the Trust and entitled to claim his or her pro rata share of the deductions and expenses attributable to the assets of the Trust.
The income of the Trust is deemed to have been received or accrued by each unitholder at the time such income is received or accrued by
the Trust rather than when distributed by the Trust.
The deductions of the Trust consist of severance
taxes and administrative expenses. In addition, each unitholder is entitled to depletion deductions because the Net Profits Interest constitutes
economic interests in oil and natural gas properties for federal income tax purposes. Each unitholder is entitled to amortize
the cost of the Trust Units through cost depletion over the life of the Net Profits Interest or, if greater, through percentage depletion.
Unlike cost depletion, percentage depletion is not limited to a unitholders depletable tax basis in the Trust Units. Rather, a
unitholder could be entitled to percentage depletion as long as the applicable Underlying Properties generate net income.
Some Trust Units are held by a middleman, as such
term is broadly defined in U.S. Treasury Regulations (and includes custodians, nominees, certain joint owners, and brokers holding an
interest for a custodian in street name). Therefore, the Trustee considers the Trust to be a non-mortgage widely held fixed investment
trust (WHFIT) for U.S. federal income tax purposes. The Bank of New York Mellon Trust Company, N.A., 601 Travis, 16th
Floor, Houston, Texas 77002, telephone number (512) 236-6545, is the representative of the Trust that will provide tax information in
accordance with applicable U.S. Treasury Regulations governing the information reporting requirements of the Trust as a WHFIT. Tax information
is also posted by the Trustee at www.permianvilleroyaltytrust.com. Notwithstanding the foregoing, the middlemen holding units on
behalf of unitholders, and not the Trustee of the Trust, are solely responsible for complying with the information reporting requirements
under the U.S. Treasury Regulations with respect to such units, including the issuance of IRS Forms 1099 and certain written tax statements.
Trust unitholders whose units are held by middlemen should consult with such middlemen regarding the information that will be reported
to them by the middlemen with respect to the Trust Units.
64 
**PERMIANVILLE ROYALTY TRUST**
**NOTES TO FINANCIAL STATEMENTSContinued**
The tax consequences to a unitholder of ownership
of Trust Units will depend in part on the unitholders tax circumstances. Trust unitholders should consult their tax advisors about
the federal tax consequences relating to owning the Trust Units.
**State Taxes**
The Trusts revenues are from sources in
the states of Louisiana, New Mexico and Texas. Because it distributes all of its net income to unitholders, the Trust is not taxed at
the trust level in Louisiana or New Mexico. Although the Trust does not owe tax, the Trustee is required to file a return with Louisiana
reflecting the income and deductions of the Trust attributable to properties located in that state. Louisiana and New Mexico presently
have income taxes which tax income of nonresidents from real property located within that state. Louisiana and New Mexico also impose
a corporate income tax which may apply to unitholders organized as corporations.
Texas imposes a franchise tax at a rate of 0.75%
on gross revenues less certain deductions for returns originally due on or after January 1, 2016, as specifically set forth in the
Texas franchise tax statutes. Entities subject to tax generally include trusts unless otherwise exempt. Trusts that receive at least 90%
of their federal gross income from designated passive sources, including royalties from mineral properties and other income from other
non-operating mineral interests, and do not receive more than 10% of their income from operating an active trade or business, generally
are exempt from the Texas franchise tax as passive entities. Although the Trust is intended to be exempt from Texas franchise
tax at the trust level as a passive entity, each unitholder that is considered a taxable entity under the Texas franchise tax would generally
be required to include its portion of Trust net income in its own Texas franchise tax computation.
Each unitholder should consult his or her own tax
advisor regarding state tax requirements, if any, applicable to such persons ownership of Trust Units.
| 
| 5. | DISTRIBUTIONS TO UNITHOLDERS | 
|
Each month, the Trustee determines the amount of
funds available for distribution to the Trust unitholders. Available funds are the excess cash, if any, received by the Trust from the
Net Profits Interest and other sources (such as interest earned on any amounts reserved by the Trustee) that month, over the Trusts
liabilities for that month, subject to adjustments for changes made by the Trustee during the month in any cash reserves established for
future liabilities of the Trust. Distributions are made to the holders of Trust Units as of the applicable record date (generally the
last business day of each calendar month) and are payable on or before the tenth business day after the record date.
The following table provides information regarding
the Trusts distributions paid during the periods indicated:
| 
Declaration Date | | 
Record Date | | 
Payment Date | | 
Distribution per Unit | | |
| 
2025: | | 
| | 
| | 
| | | |
| 
March 17, 2025 | | 
March 31, 2025 | | 
April 14, 2025 | | 
$ | 0.008548 | | |
| 
August 18, 2025 | | 
August 29, 2025 | | 
September 15, 2025 | | 
$ | 0.016000 | | |
| 
September 18, 2025 | | 
September 30, 2025 | | 
October 15, 2025 | | 
$ | 0.023000 | | |
| 
October 17, 2025 | | 
October 31, 2025 | | 
November 14, 2025 | | 
$ | 0.030000 | | |
| 
November 17, 2025 | | 
November 28, 2025 | | 
December 15, 2025 | | 
$ | 0.029000 | | |
| 
Total2025 | | 
| | 
| | 
$ | 0.106548 | | |
| 
2024: | | 
| | 
| | 
| | | |
| 
July 18, 2024 | | 
July 31, 2024 | | 
August 14, 2024 | | 
$ | 0.011000 | | |
| 
August 16, 2024 | | 
August 30, 2024 | | 
September 16, 2024 | | 
$ | 0.035000 | | |
| 
September 16, 2024 | | 
September 30, 2024 | | 
October 15, 2024 | | 
$ | 0.014000 | | |
| 
October 18, 2024 | | 
October 31, 2024 | | 
November 15, 2024 | | 
$ | 0.015000 | | |
| 
November 18, 2024 | | 
November 29, 2024 | | 
December 13, 2024 | | 
$ | 0.010500 | | |
| 
Total2024 | | 
| | 
| | 
$ | 0.085500 | | |
65 
**PERMIANVILLE ROYALTY TRUST**
**NOTES TO FINANCIAL STATEMENTSContinued**
| 
| 6. | TRUSTEE FEES AND RELATED PARTY TRANSACTIONS | 
|
*Trustee Administrative Fee.* Under the terms
of the Trust Agreement, the Trust pays an annual administrative fee of $200,000 to the Trustee and $2,000 to the Delaware Trustee. During
each of the years ended December 31, 2025 and 2024, the Trust paid $200,000 to the Trustee pursuant to the terms of the Trust Agreement.
During the years ended December 31, 2025 and 2024, the Trust paid $2,010 and $0, respectively, to the Delaware Trustee pursuant to
the terms of the Trust Agreement.
*Letter of Credit*. Under the terms of the
Trust Agreement, COERT has provided the Trust with a $1,200,000 million letter of credit to be used by the Trust if its cash on hand (including
available cash reserves) is not sufficient to pay ordinary course administrative expenses. The letter of credit is issued to the benefit
of the Trustee. The standby letter of credit was issued by West Texas National Bank and matures on December 31, 2026. The letter
of credit to the Trustee is unfunded as of December 31, 2025.
*Advances from COERT*. From time to time,
if the Trusts cash on hand (including available cash reserves, if any) is not sufficient to pay the Trusts ordinary course
administrative expenses that are due prior to the monthly payment to the Trust of proceeds from the Net Profits Interest, COERT may advance
funds to the Trust to pay such expenses. Such advances are recorded as a liability on the Statements of Assets, Liabilities and Trust
Corpus until repaid. As of December 31, 2025 and 2024, advances to the Trust were $0 and $150,000, respectively.
*Registration Rights Agreement.* The Trust
and COERT (as the assignee of Enduro, in connection with the Sale Transaction) are parties to a Registration Rights Agreement, as amended,
whereby COERT, its affiliates and certain permitted transferees holding registrable Trust Units are entitled, upon receipt by the Trustee
of written notice from holders of a majority of the then outstanding registrable Trust Units, to demand that the Trust effect the registration
of the registrable Trust Units. The holders of the registrable Trust Units are entitled to demand a maximum of five such registrations.
In connection with the preparation and filing of any registration statement, COERT will bear all costs and expenses incidental to any
registration statement, excluding certain internal expenses of the Trust, which will be borne by the Trust. Any underwriting discounts
and commissions will be borne by the seller of the Trust Units. In 2022, the Trust filed a registration statement on Form S-3 pursuant
to the Registration Rights Agreement to register the offering by COERT of up to 8,600,000 Trust Units.
| 
| 7. | SUBSEQUENT EVENTS | 
|
**Distributions Paid or Declared**
Subsequent to December 31, 2025, the Trust
paid or declared the following distributions:
| 
Declaration Date | | 
Record Date | | 
Payment Date | | 
Distribution per Unit | | |
| 
December 19, 2025 | | 
December 31, 2025 | | 
January 15, 2026 | | 
$ | 0.023000 | | |
| 
January 20, 2026 | | 
January 30, 2026 | | 
February 13, 2026 | | 
$ | 0.015000 | | |
| 
February 18, 2026 | | 
March 2, 2026 | | 
March 13, 2026 | | 
$ | 0.005000 | | |
| 
March 16, 2026 | | 
March 31, 2026 | | 
April 14, 2026 | | 
$ | 0.001000 | | |
66 
**PERMIANVILLE ROYALTY TRUST**
**UNAUDITED SUPPLEMENTARY INFORMATION**
| 
| 8. | 
Supplementary Oil and Natural Gas Information (Unaudited) | 
|
**Oil and Natural Gas Reserve Quantities**
Estimates of proved reserves attributable to the
Trust and the related valuations were based 100% on reports prepared by the Trusts independent petroleum engineers, Cawley, Gillespie &
Associates, Inc. Estimates were prepared in accordance with guidelines prescribed by the SEC and the Financial Accounting Standards
Board, which require that reserve estimates be prepared under existing economic and operating conditions based upon an average of the
first-day-of-the-month commodity price during the 12-month period ending on the balance sheet date with no provision for price and cost
escalations except by contractual arrangements. Prices used in estimating reserves were as follows:
| 
| | 
2025 | | | 
2024 | | |
| 
Oil (per Bbl) | | 
$ | 65.34 | | | 
$ | 75.48 | | |
| 
Natural gas (per MMBTU) | | 
$ | 3.39 | | | 
$ | 2.13 | | |
Proved reserve quantity estimates are subject to numerous uncertainties
inherent in the estimation of proved reserves and in the projection of future rates of production and the timing of development expenditures.
The accuracy of such estimates is a function of the quality of available data and of engineering and geological interpretation and judgment.
Results of subsequent drilling, testing and production may cause either upward or downward revisions of previous estimates. Further, the
volumes considered to be commercially recoverable fluctuate with changes in prices and operating costs. The process of estimating quantities
of oil and natural gas reserves is very complex, requiring significant subjective decisions in the evaluation of all available geological,
engineering and economic data for each reserve. Consequently, these estimates are expected to change as additional information becomes
available in the future.
As of December 31, 2025 and 2024, all of
the Underlying Properties oil and natural gas reserves were attributable to properties within the United States. Proved reserves
attributable to the Trust and related standardized measure valuations are prepared on an accrual basis, which is the basis on which Enduro
and, following the Sale Transaction, the Sponsor, and the Underlying Properties maintain their production records and is different from
the basis on which the Trust production records are computed. The following is a summary of the changes in quantities of proved oil and
natural gas reserves attributable to the Trust for the periods indicated:
| 
| | 
Trust Net Profits Interest | | |
| 
| | 
Oil (1) 
(MBbls) | | | 
Natural Gas
(MMcf) | | | 
Total 
(MBOE) | | |
| 
BalanceJanuary 1, 2024 | | 
| 2,163 | | | 
| 9,354 | | | 
| 3,722 | | |
| 
Extensions and discoveries | | 
| 353 | | | 
| 9,295 | | | 
| 1,902 | | |
| 
Revisions of previous estimates | | 
| 858 | | | 
| 1,075 | | | 
| 1,037 | | |
| 
Income from Net Profits Interest | | 
| (635 | ) | | 
| (5,580 | ) | | 
| (1,565 | ) | |
| 
BalanceDecember 31, 2024 | | 
| 2,739 | | | 
| 14,144 | | | 
| 5,096 | | |
| 
Extensions and discoveries | | 
| 132 | | | 
| 7,034 | | | 
| 1,304 | | |
| 
Revisions of previous estimates | | 
| (497 | ) | | 
| (635 | ) | | 
| (603 | ) | |
| 
Income from Net Profits Interest | | 
| (437 | ) | | 
| (6,472 | ) | | 
| (1,515 | ) | |
| 
BalanceDecember 31, 2025 | | 
| 1,937 | | | 
| 14,071 | | | 
| 4,282 | | |
| 
Proved developed reserves: | | 
| | | | 
| | | | 
| | | |
| 
December 31, 2024 | | 
| 2,441 | | | 
| 13,182 | | | 
| 4,638 | | |
| 
December 31, 2025 | | 
| 1,718 | | | 
| 9,057 | | | 
| 3,227 | | |
| 
Proved undeveloped reserves: | | 
| | | | 
| | | | 
| | | |
| 
December 31, 2024 | | 
| 298 | | | 
| 962 | | | 
| 458 | | |
| 
December 31, 2025 | | 
| 219 | | | 
| 5,014 | | | 
| 1,055 | | |
| 
| (1) | Reserves for natural gas liquids are immaterial and included
as a component of oil reserves. | 
|
67 
**PERMIANVILLE ROYALTY TRUST**
**UNAUDITED SUPPLEMENTARY INFORMATIONContinued**
*Revisions of previous estimates*. During
the year ended December 31, 2025, revisions of previous estimates decreased oil reserves by 28%.The NYMEX average oil price of $65.34
per Bbl used to determine reserves as of December 31, 2025 was 16% lower than the $75.48 per Bbl average NYMEX oil price as of December 31,
2024.
During the year ended December 31, 2024, revisions
of previous estimates increased oil reserves by 40%.The NYMEX average oil price of $75.48 per Bbl used to determine reserves as of December 31,
2024 was 4% lower than the $78.22 per Bbl average NYMEX oil price as of December 31, 2023.
**Standardized Measure of Discounted Future Net Cash Flows**
The standardized measure of discounted future net
cash flows relating to proved oil and natural gas reserves is computed by applying commodity prices used in determining proved reserves
(with consideration of price changes only to the extent provided by contractual arrangements) to the estimated future production of proved
reserves less estimated future expenditures (based on year-end costs) to be incurred in developing and producing the proved reserves,
discounted using a rate of 10% per year to reflect the estimated timing of the future cash flows. Future cash inflows were computed
by applying the commodity prices utilized in determining proved reserves to estimated future production. Future production and development
costs are computed by estimating the expenditures to be incurred in developing and producing the proved oil and gas reserves at year-end,
based on year-end costs and assuming continuation of existing economic conditions. As the Trust is not subject to federal income taxes,
future income taxes have been excluded.
The standardized measure of discounted future net
cash flows relating to proved oil and natural gas reserves attributable to the Trust was as follows as of the dates indicated:
| 
| | 
December 31, | | |
| 
| | 
2025 | | | 
2024 | | |
| 
| | 
(in thousands) | | |
| 
Future cash inflows | | 
$ | 141,485 | | | 
$ | 197,669 | | |
| 
Future production taxes | | 
| (10,696 | ) | | 
| (15,945 | ) | |
| 
Future net cash flows | | 
$ | 130,789 | | | 
$ | 181,724 | | |
| 
10% annual discount for estimated timing of cash flows | | 
| (57,543 | ) | | 
| (90,362 | ) | |
| 
Standardized measure of discounted future net cash flows | | 
$ | 73,246 | | | 
$ | 91,362 | | |
The changes in standardized measure of discounted
future net cash flows relating to proved oil and natural gas reserves attributable to the Trust for the periods indicated were as follows
(in thousands):
| 
| | 
Year Ended December 31, | | |
| 
| | 
2025 | | | 
2024 | | |
| 
Extensions, discoveries, and other additions | | 
$ | 11,121 | | | 
$ | 13,869 | | |
| 
Accretion of discount | | 
| 9,136 | | | 
| 7,666 | | |
| 
Revisions of previous estimates and other | | 
| (33,728 | ) | | 
| (2,569 | ) | |
| 
Divestiture of reserves | | 
| | | | 
| | ) | |
| 
Income from Net Profits Interest | | 
| (4,645 | ) | | 
| (4,259 | ) | |
| 
Change in present value of future net revenues | | 
| (18,116 | ) | | 
| 14,706 | ) | |
| 
Balance, beginning of period | | 
| 91,362 | | | 
| 76,656 | | |
| 
Balance, end of year | | 
$ | 73,246 | | | 
$ | 91,362 | | |
| 
| | 
| | | | 
| | | |
68 
| 
| Item 9. | Changes in and Disagreements with Accountants on Accounting and Financial Disclosure. | |
Not applicable.
| 
| Item 9A. | Controls and Procedures. | |
*Evaluation of Disclosure Controls and Procedures.*
The Trustee conducted an evaluation of the Trusts disclosure controls and procedures (as defined in Rules 13a-15 and 15d-15
under the Exchange Act). Based on this evaluation, the Trustee has concluded that the disclosure controls and procedures of the Trust
were effective, as of the end of the period covered by this report, in ensuring that information required to be disclosed by the Trust
in the reports that it files or submits under the Exchange Act is accumulated and communicated to the Trustee to allow timely decisions
regarding required disclosure.
Due to the nature of the Trust as a passive entity
and in light of the contractual arrangements pursuant to which the Trust was created, including the provisions of (i) the Trust Agreement
and (ii) the Conveyance, the Trustees disclosure controls and procedures related to the Trust necessarily rely on (A) information
provided by COERT, including information relating to results of operations, the costs and revenues attributable to the Trusts interest
under the Conveyance and other operating and historical data, plans for future operating and capital expenditures, reserve information,
information relating to projected production, and other information relating to the status and results of operations of the Underlying
Properties and the Net Profits Interest, and (B) conclusions and reports regarding reserves by the Trusts independent reserve
engineers.
*Changes in Internal Control over Financial Reporting.*
During the quarter ended December 31, 2025, there were no changes in the Trusts internal control over financial reporting
that have materially affected, or are reasonably likely to materially affect, the Trusts internal control over financial reporting.
The Trustee notes for purposes of clarification that it has no authority over, and makes no statement concerning, the internal control
over financial reporting of COERT.
**TRUSTEES REPORT ON INTERNAL CONTROL OVER
FINANCIAL REPORTING**
The Trustee is responsible for establishing and
maintaining adequate internal control over financial reporting, as such term is defined in Rule 13a-15(f) promulgated under
the Exchange Act. Internal control over financial reporting is a process to provide reasonable assurance regarding the reliability of
financial reporting for external purposes in accordance with the modified cash basis of accounting. The Trustee conducted an evaluation
of the effectiveness of the Trusts internal control over financial reporting based on the criteria established in *Internal ControlIntegrated
Framework (2013)* issued by the Committee of Sponsoring Organizations of the Treadway Commission. Based on the Trustees evaluation
under the framework in *Internal ControlIntegrated Framework (2013)*, the Trustee concluded that the Trusts internal
control over financial reporting was effective as of December 31, 2025.
| 
| Item 9B. | Other Information. | |
*Rule 10b5-1 Trading Plans.* During the
three months ended December 31, 2025, no officer or employee of the Trustee who performs policy-making functions for the Trust adopted,
modified, or terminated any Rule 10b5-1 trading arrangement or non-Rule 10b5-1 trading arrangement, as such terms are defined
in Item 408(a) of Regulation S-K, with respect to the Trust Units.
| 
| Item 9C. | Disclosure Regarding Foreign Jurisdictions that Prevent Inspections. | |
Not applicable.
69 
**PART III**
| 
| Item 10. | Directors, Executive Officers and Corporate Governance. | |
The Trust has no directors or executive officers.
The Trustee is a corporate trustee that may be removed by the affirmative vote of the holders of not less than a majority of the outstanding
Trust Units at a meeting at which a quorum is present.
**Audit Committee and Nominating Committee**
Because the Trust does not have a board of directors,
it does not have an audit committee, an audit committee financial expert or a nominating committee.
**Code of Ethics**
The Trust does not have a principal executive officer,
principal financial officer, principal accounting officer or controller and has not adopted a code of ethics applicable to such persons.
**Insider Trading Policy**
Because the Trust has no directors, officers or
employees, and because the Trustee does not have the authority under the terms of the Trust Agreement to engage in transactions in the
Trust Units on behalf of the Trust, the Trust has not adopted an insider trading policy applicable to such persons or to the Trust itself.
It is the policy of the Trustee that any transaction in Trust Units by any officer or employee of the Trustee who performs policy-making
functions for the Trust must comply with the insider trading policies of The Bank of New York Mellon Corporation, the parent corporation
of The Bank of New York Mellon Trust Company, N.A.
| 
| Item 11. | Executive Compensation. | |
Pursuant to the Trust Agreement, the Trust pays
an annual administrative fee of $200,000 to the Trustee. During each of the years ended December 31, 2025 and 2024, the Trustee received
$200,000 in administrative fees and reimbursable expenses from the Trust. The Trust does not have any executive officers, directors or
employees. The Trust does not have a board of directors, and it does not have a compensation committee.
| 
| Item 12. | Security Ownership of Certain Beneficial Owners and Management and Related Unitholder Matters. | |
| 
| (a) | Securities
Authorized for Issuance Under Equity Compensation Plans. | 
|
The Trust does not have any employees and does
not maintain any equity compensation plans.
| 
| (b) | Security
Ownership of Certain Beneficial Owners. | 
|
Based on filings with the SEC, the Trustee is not
aware of any holders of 5% or more of the Trust Units as of March 23, 2026 except as set forth below. The following information has
been obtained from public filings with the SEC.
| 
Beneficial Owner | | 
Trust Units
Beneficially
Owned | | | 
Percent of 
Class | | |
| 
Permianville Holdings LLC | | 
| 7,363,961 | (1) | | 
| 22.3 | % | |
| 
Aaron Gelband | | 
| 1,932,522 | (2) | | 
| 5.9 | % | |
| 
Jerry Roger Kent | | 
| 1,722,300 | (3) | | 
| 5.2 | % | |
| 
| (1) | Based on a Form 4 dated August 17, 2023 filed by Permianville Holdings LLC (Holdings). The principal business
office address for Holdings is 60 Arch Street, 3rd Floor, Greenwich, CT 06830. | |
70 
| 
| (2) | Based on a Schedule 13G filed with the SEC on May 19, 2025 by Warren Street Capital Partners LP (Warren Street Capital
LP), Warren Street Capital GP, LLC (Warren Street Capital GP), Warren Street Capital Management, LLC (Warren
Street Capital Management) and Aaron Gelband. The principal business address of each of the reporting persons is 1345 Avenue of
the Americas, New York, New York 10105. According to the filing, Warren Street Capital GP serves as the general partner of Warren Street
Capital LP; Warren Street Capital Management serves as the investment manager of Warren Street Capital LP and a certain managed account
(the Warrant Street Account); and Mr. Gelband serves as the Managing Member of each of Warren Street Capital GP and
Warren Street Capital Management. According to the filing, by virtue of these relationships, Warren Street Capital GP, Warren Street Capital
Management and Mr. Gelband may be deemed to beneficially own the Trust Units owned directly by Warren Street Capital LP and Warren
Street Capital Management, and Mr. Gelband may also be deemed to beneficially own the Units held in the Warren Street Account. Mr. Gelband
may also be deemed to beneficially own the Trust Units held by his wife. According to the filing, Mr. Gelband has sole voting power
with respect to 292,122 Trust Units, shared voting power with respect to 1,640,400 Trust Units, sole dispositive power with respect to
292,122 Trust Units, and shared dispositive power with respect to 1,640,400 Trust Units. | |
| 
| (3) | Based on a Schedule 13G/A filed with the SEC on June 23, 2023 by Jerry Roger Kent. The principal business office address for
the reporting person is 4695 Preston Park Blvd., Suite 170 East, Plano, Texas 75093-5180. According to the filing, the reporting
person has sole voting power with respect to 1,507,300 Trust Units, shared voting power with respect to 215,000 Trust Units, sole dispositive
power with respect to 1,507,300 Trust Units, and shared dispositive power with respect to 215,000 Trust Units. | |
| 
| (c) | Security Ownership of Management. | 
|
Not applicable.
| 
| (d) | Changes in Control. | 
|
The registrant knows of no arrangement, including
any pledge by any person of securities of the registrant or any of its parents, the operation of which may at a subsequent date result
in a change of control of the registrant. See Certain Relationships and Related Transactions, and Director IndependenceRegistration
Rights Agreement in Part III, Item 13 of this Form 10-K.
| 
| Item 13. | Certain Relationships and Related Transactions, and Director Independence. | |
*Trustee Administrative Fee.* Under the terms
of the Trust Agreement, the Trust pays an annual administrative fee of $200,000 to the Trustee and $2,000 to the Delaware Trustee.
*Registration Rights Agreement.* The Trust
and COERT (as the assignee of Enduro in connection with the Sale Transaction) are parties to a Registration Rights Agreement, as amended,
whereby COERT, its affiliates and certain permitted transferees holding registrable Trust Units are entitled, upon receipt by the Trustee
of written notice from holders of a majority of the then outstanding registrable Trust Units, to demand that the Trust effect the registration
of the registrable Trust Units. The holders of the registrable Trust Units are entitled to demand a maximum of five such registrations.
In connection with the preparation and filing of any registration statement, COERT will bear all costs and expenses incidental to any
registration statement, excluding certain internal expenses of the Trust, which will be borne by the Trust. Any underwriting discounts
and commissions will be borne by the seller of the Trust Units. The foregoing description of the Registration Rights Agreement is qualified
in its entirety by the terms of the Registration Rights Agreement, and Amendment No. 1 thereto, copies of which are incorporated
by reference as exhibits to this Form 10-K.
In 2022, the Trust filed a registration statement
on Form S-3 pursuant to the Registration Rights Agreement to register the offering by COERT of up to 8,600,000 Trust Units.
**Director Independence**
The Trust does not have a board of directors.
71 
| 
| Item 14. | Principal Accountant Fees and Services. | |
The Trustee has appointed Weaver and Tidwell, LLP
as the independent registered public accounting firm to audit the Trusts financial statements for the fiscal year ending December 31,
2026. During the years ended December 31, 2025 and 2024, Weaver and Tidwell, LLP served as the Trusts independent registered
public accounting firm.
The following table presents the aggregate fees
paid by the Trust for the years ended December 31, 2025 and 2024 by Weaver and Tidwell, LLP:
| 
| | 
2025 | | | 
2024 | | |
| 
Audit fees(1) | | 
$ | 98,700 | | | 
$ | 108,215 | | |
| 
Audit-related fees | | 
| | | | 
| | | |
| 
Tax fees | | 
| | | | 
| | | |
| 
All other fees | | 
| | | | 
| | | |
| 
Total fees | | 
$ | 98,700 | | | 
$ | 108,215 | | |
| 
| (1) | Fees billed for professional services rendered for the audit of the Trusts financial statements and reviews of the financial
statements included in the Trusts quarterly reports and annual financial statements. | |
The Trust has no audit committee, and as a result,
has no audit committee pre-approval policies and procedures with respect to fees paid to Weaver. Any pre-approval or approval of any services
performed by the principal auditor or any other professional service firms and related fees are granted by the Trustee.
72 
**PART IV**
| 
Item 15. | Exhibit and Financial Statement Schedules. | |
*(a)(1) Financial Statements*
The following financial statements are set forth
under Financial Statements and Supplementary Data in Part II, Item 8 of this Form 10-K on the pages indicated:
| 
| 
Page in this
Form 10-K | 
| |
| 
| 
| 
| |
| 
Report of Independent Registered Public Accounting Firm (PCAOB Identification No. 410) | 
57 | 
| |
| 
Statements of Assets, Liabilities and Trust Corpus | 
58 | 
| |
| 
Statements of Distributable Income | 
59 | 
| |
| 
Statements of Changes in Trust Corpus | 
60 | 
| |
| 
Notes to Financial Statements | 
61 | 
| |
| 
Unaudited Supplementary Information | 
67 | 
| |
*(a)(2) Schedules*
Financial statement schedules have been omitted
because they are not required, not applicable or the information required has been included elsewhere herein.
*(a)(3) Exhibits*
The exhibits below are filed or furnished herewith
or incorporated herein by reference.
| 
Exhibit
Number | 
| 
Description | |
| 
| 
| 
| |
| 
2.1* | 
| 
Agreement and Plan of Merger of Enduro Royalty Trust and Enduro Texas LLC, dated as of November 3, 2011 by and between the Bank of New York Mellon Trust Company, N.A., as Trustee of Enduro Royalty Trust, and Enduro Texas LLC. (Incorporated herein by reference to Exhibit 1.2 to the Trusts Current Report on Form 8-K filed on November 8, 2011 (File No. 1-35333)) | |
| 
| 
| 
| |
| 
3.1* | 
| 
Certificate of Trust of Enduro Royalty Trust. (Incorporated herein by reference to Exhibit 3.3 to the Registration Statement on Form S-1, filed on May 16, 2011 (Registration No. 333-174225)) | |
| 
| 
| 
| |
| 
3.2* | 
| 
Certificate of Amendment to Certificate of Trust. (Incorporated herein by reference to Exhibit 3.1 to the Trusts Current Report on Form 8-K filed on September 5, 2018 (File No. 1-35333)) | |
| 
| 
| 
| |
| 
3.3* | 
| 
Amended and Restated Trust Agreement of Enduro Royalty Trust, dated as of November 3, 2011, among Enduro Resource Partners LLC, The Bank of New York Mellon Trust Company, N.A., as Trustee of Enduro Royalty Trust, and Wilmington Trust Company, as Delaware Trustee of Enduro Royalty Trust. (Incorporated herein by reference to Exhibit 3.1 to the Trusts Current Report on Form 8-K filed on November 8, 2011 (File No. 1-35333)) | |
| 
| 
| 
| |
| 
3.4* | 
| 
First Amendment to Amended and Restated Trust Agreement, dated September 6, 2017 but effective as of August 30, 2017, among Enduro Resource Partners LLC, Wilmington Trust Company, as Delaware Trustee, and The Bank of New York Mellon Trust Company, N.A., as Trustee. (Incorporated herein by reference to Exhibit 3.1 to the Trusts Current Report on Form 8-K filed on September 12, 2017 (File No. 1-35333)) | |
| 
| 
| 
| |
| 
3.5* | 
| 
Second Amendment to Amended and Restated Trust Agreement of Enduro Royalty Trust, dated September 14, 2018, among COERT Holdings 1 LLC, Wilmington Trust Company, as Delaware trustee, and The Bank of New York Mellon Trust Company, N.A., as trustee. (Incorporated herein by reference to Exhibit 3.1 to the Trusts Current Report on Form 8-K filed on September 14, 2018 (File No. 1-35333)) | |
73 
| 
4.1* | 
| 
Registration Rights Agreement, dated as of November 8, 2011, by and between Enduro Resource Partners LLC and Enduro Royalty Trust. (Incorporated herein by reference to Exhibit 10.3 to the Trusts Current Report on Form 8-K filed on November 8, 2011 (File No. 1-35333)) | |
| 
| 
| |
| 
4.2* | 
| 
Amendment No. 1 to Registration Rights Agreement, dated as of November 8, 2012, by and between Enduro Resource Partners LLC and Permianville Royalty Trust. (Incorporated herein by reference to Exhibit 4.2 to the Trusts Annual Report on Form 10-K for the year ended December 31, 2012 (File No. 1-35333)) | |
| 
| 
| |
| 
4.3* | 
| 
Description of Securities Registered Pursuant to Section 12 of the Securities Exchange Act of 1934. (Incorporated herein by reference to Exhibit 4.3 to the Trusts Annual Report on Form 10-K for the year ended December 31, 2019 (File No. 1-35333)) | |
| 
| 
| 
| |
| 
10.1* | 
| 
Conveyance of Net Profits Interest, dated November 8, 2011, by and between Enduro Operating LLC and Enduro Texas LLC. (Incorporated herein by reference to Exhibit 10.1 to the Trusts Current Report on Form 8-K filed on November 8, 2011 (File No. 1-35333)) | |
| 
| 
| |
| 
10.2* | 
| 
Supplement to Conveyance of Net Profits Interest, dated November 8, 2011, from Enduro Operating LLC, Enduro Texas LLC and The Bank of New York Mellon Trust Company, N.A. as Trustee of Enduro Royalty Trust. (Incorporated herein by reference to Exhibit 10.2 to the Trusts Current Report on Form 8-K filed on November 8, 2011 (File No. 1-35333)) | |
| 
| 
| |
| 
10.3* | 
| 
First Amendment to Conveyance of Net Profits Interest, dated September 6, 2017, among Enduro Operating LLC and The Bank of New York Mellon Trust Company, N.A., as Trustee of Enduro Royalty Trust. (Incorporated herein by reference to Exhibit 10.1 to the Trusts Current Report on Form 8-K filed on September 12, 2017 (File No. 1-35333)) | |
| 
| 
| |
| 
10.4* | 
| 
Partial Release, Reconveyance and Termination Agreement, dated September 6, 2017, by and between The Bank of New York Mellon Trust Company, N.A., as Trustee of Enduro Royalty Trust, and Enduro Operating LLC. (Incorporated herein by reference to Exhibit 10.2 to the Trusts Current Report on Form 8-K filed on September 12, 2017 (File No. 1-35333)) | |
| 
| 
| |
| 
23.1 | 
| 
Consent of Cawley, Gillespie & Associates, Inc. | |
| 
| 
| |
| 
23.2 | 
| 
Consent of Weaver and Tidwell, L.L.P. | |
| 
| 
| |
| 
31.1 | 
| 
Certification pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 | |
| 
| 
| |
| 
32.1 | 
| 
Certification pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 | |
| 
| 
| |
| 
97.1* | 
| 
Permianville Royalty Trust Clawback Policy (Incorporated herein by reference to Exhibit 97.1 to the Trusts Annual Report on Form 10-K for the year ended December 31, 2023 (File No. 1-35333)) | |
| 
| 
| |
| 
99.1 | 
| 
Report of Cawley, Gillespie & Associates, Inc. | |
| 
| * | Asterisk indicates exhibit previously filed with the SEC and
incorporated herein by reference. | 
|
| 
Item 16. | Form 10-K Summary. | |
None.
74 
**SIGNATURES**
Pursuant to the requirements of Section 13
or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned,
thereunto duly authorized.
| 
Date: March 23, 2026 | 
PERMIANVILLE ROYALTY TRUST | |
| 
| 
| |
| 
| 
By: | 
THE BANK OF NEW YORK MELLON | |
| 
| 
| 
TRUST COMPANY, N.A., AS TRUSTEE | |
| 
| 
| |
| 
| 
| 
By: | 
/s/ SARAH NEWELL | |
| 
| 
| 
| 
Name: Sarah Newell | |
| 
| 
| 
| 
Title: Vice President | |
The Registrant, Permianville Royalty Trust, has
no principal executive officer, principal financial officer, board of directors or persons performing similar functions. Accordingly,
no additional signatures are available and none have been provided. In signing the report above, the Trustee does not imply that it has
performed any such function or that such function exists pursuant to the terms of the Trust Agreement under which it serves.
75