Form 8-K

8-K — TXO Partners, L.P.

Accession: 0001559432-26-000007

Filed: 2026-05-28

Period: 2026-05-28

CIK: 0001559432

SIC: 1311 (CRUDE PETROLEUM & NATURAL GAS)

Item: Completion of Acquisition or Disposition of Assets

Item: Financial Statements and Exhibits

Documents

8-K — txo-20260528.htm (Primary)

EX-99.1 (txo-ex99_1.htm)

XML — IDEA: XBRL DOCUMENT (R1.htm)

8-K

8-K (Primary)

Filename: txo-20260528.htm · Sequence: 1

8-K

0001559432falseNYSE00015594322026-05-282026-05-280001559432txo:NYSETexasMember2026-05-282026-05-280001559432txo:NewYorkStockExchangeMember2026-05-282026-05-28

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): May 28, 2026

TXO Partners, L.P.

(Exact name of Registrant as Specified in Its Charter)

Delaware

001-04321

32-0368858

(State or Other Jurisdiction

of Incorporation)

(Commission File Number)

(IRS Employer

Identification No.)

400 West 7th Street

Fort Worth, Texas

76102

(Address of Principal Executive Offices)

(Zip Code)

Registrant’s Telephone Number, Including Area Code: 817 334-7800

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading

Symbol(s)

Name of each exchange on which registered

Common Units

TXO

New York Stock Exchange

Common Units

TXO

NYSE Texas

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

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. ☐

Item 2.01 Completion of Acquisition or Disposition of Assets.

Cross Timbers Transactions

As previously announced on March 10, 2026, Cross Timbers Energy, LLC (“Cross Timbers”), a joint venture in which TXO Partners, L.P. (the “Partnership”) holds a 50% interest, executed purchase and sale agreements with multiple private buyers to sell oil and gas properties totaling approximately $200 million in aggregate consideration (collectively, the “Cross Timbers Transactions”), including a purchase and sale agreement (the “Purchase Agreement”) with CTOC Energy, LLC (“CTOC”) for approximately $123.5 million in aggregate consideration (the "CTOC Transaction"). The Cross Timbers Transactions represent substantially all of the assets owned by Cross Timbers. CTOC is owned by certain family members of Mr. Bob R. Simpson, a member of the Board of Directors of the Partnership (the "Board") and Chairman of the Board. The Purchase Agreement was unanimously approved by the Board and the Conflicts Committee of the Board, comprised solely of independent directors.

As of May 28, 2026, the Cross Timbers Transactions were closed and resulted in net proceeds to the Partnership of approximately $100 million, subject to customary purchase price adjustments. The Partnership intends to use the net proceeds to pay down existing debt on our Credit Facility.

Item 9.01 Financial Statements and Exhibits

(b) Pro Forma Financial Information.

The unaudited pro forma condensed combined balance sheet of the Partnership as of March 31, 2026, and the unaudited pro forma condensed combined statements of operations of the Partnership for the three months ended March 31, 2026 and for the year ended December 31, 2025, including the related notes thereto, giving effect to the Cross Timbers Transactions are filed herewith as Exhibit 99.1. The unaudited pro forma financial information gives effect to the Cross Timbers Transactions on the basis, and subject to the assumptions, set forth in accordance with Article 11 of Regulation S-X.

(d) Exhibits

Exhibit No.

Description

2.1

Purchase and Sale Agreement with CTOC, dated as of March 10, 2026 (incorporated by reference to the Current Report on Form 8-K filed on March 10, 2026)

99.1

Unaudited Pro Forma Condensed Financial Information of TXO Partners, L.P. as of and for the three months ended March 31, 2026 and for the year ended December 31, 2025

104.0

Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

TXO Partners, L.P.

By:

TXO Partners GP, LLC

its general partner

Date:

May 28, 2026

By:

/s/ Brent W. Clum

Name:

Brent W. Clum

Title

Co-Chief Executive Officer and Chief Financial Officer

EX-99.1

Filename: txo-ex99_1.htm · Sequence: 2

EX-99.1

TXO PARTNERS, L.P.

PRO FORMA FINANCIAL STATEMENTS

(Unaudited)

Introduction

TXO Partners, L.P. ( “TXO Partners”) engages in oil and natural gas exploration and production. The unaudited pro forma financial statements have been prepared in accordance with Article 11 of Regulation S-X, using assumptions set forth in the notes to the unaudited pro forma financial statements. The following unaudited pro forma financial statements of the TXO Partners reflect the historical results of TXO Partners, on a pro forma basis to give effect to the following transactions, which are described in further detail below, as if they had occurred on March 31, 2026, for pro forma balance sheet purposes, and on January 1, 2025, for pro forma statement of operations purposes:

•

in the case of the unaudited pro forma statements of operations, the disposition of oil and gas properties of Cross Timbers Energy, LLC (“Cross Timbers”) to multiple buyers in April and May 2026 (“CTE Disposition”);

The unaudited pro forma balance sheet of TXO Partners is based on the historical balance sheet of TXO Partners as of March 31, 2026 and includes pro forma adjustments to give effect to the described transactions as if they had occurred on March 31, 2026. The unaudited pro forma statements of operations of TXO Partners are based on the audited historical statement of operations of TXO Partners for the year ended December 31, 2025, and the unaudited historical statement of operations of TXO Partners for the three months ended March 31, 2026, both having been adjusted to give effect to the described transaction as if they occurred on January 1, 2025.

The pro forma data presented reflect events directly attributable to the described transaction and certain assumptions TXO Partners believes are reasonable. The pro forma data are not necessarily indicative of financial results that would have been attained had the described transaction occurred on the date indicated or which could be achieved in the future because they necessarily exclude various operating efficiencies, such as decreased general and administrative expenses associated with being a smaller company. The adjustments are based on currently available information and certain estimates and assumptions. Therefore, the actual adjustments may differ from the pro forma adjustments. However, management believes that the assumptions provide a reasonable basis for presenting the significant effects of the transaction and the pro forma adjustments give appropriate effect to those assumptions and are properly applied in the unaudited financial statements.

The unaudited pro forma financial statements and related notes are presented for illustrative purposes only. If the CTE Disposition described herein had occurred in the past, TXO Partners’ operating results might have been materially different from those presented in the unaudited pro forma financial statements. The unaudited pro forma financial statements should not be relied upon as an indication of operating results that TXO Partners would have achieved if the CTE Disposition described herein had taken place on the specified date. In addition, future results may vary significantly from the results reflected in the unaudited pro forma financial statements of operations and should not be relied upon as an indication of the future results TXO Partners will have after the CTE Disposition described herein by these unaudited pro forma financial statements.

TXO PARTNERS, L.P.

PRO FORMA BALANCE SHEET

March 31, 2026

(in thousands)

TXO Partners Historical

CTE Disposition

Pro Forma

ASSETS

(a)

Current Assets:

Cash and cash equivalents

7,886

Accounts receivable, net

58,448

Derivative fair value

6,221

Other

17,672

Total Current Assets

90,227

Property and Equipment, at cost – successful efforts method:

Proved properties

2,340,193

1,158,052

1,182,141

Unproved properties

18,998

8,961

10,037

Other

89,202

331

88,871

Total Property and Equipment

2,448,393

1,167,344

1,281,049

Accumulated depreciation, depletion and amortization

(1,232,891

)

(1,008,645

)

(224,246

)

Net Property and Equipment

1,215,502

158,699

1,056,803

Other Assets:

Note receivable from related party

7,168

Derivative fair value

1,401

Other

7,489

Total Other Assets

16,058

TOTAL ASSETS

1,321,787

158,699

1,163,088

LIABILITIES AND PARTNERS’ CAPITAL

Current Liabilities:

Accounts payable

38,991

Deferred payment

70,000

Accrued liabilities

37,766

Derivative fair value

56,017

Asset retirement obligation, current portion

3,500

1,500

2,000

Other current liabilities

3,726

Total Current Liabilities

210,000

1,500

208,500

Long-term Debt

277,100

100,000

177,100

Other Liabilities:

Asset retirement obligation

221,476

67,111

154,365

Derivative fair value

8,481

Other liabilities

262

Total Other Liabilities

230,219

67,111

163,108

Commitments and Contingencies

Partners’ Capital:

Partners’ capital

604,468

(9,912

)

614,380

Total Partners' Capital

604,468

(9,912

)

614,380

TOTAL LIABILITIES AND PARTNERS’ CAPITAL

1,321,787

158,699

1,163,088

The accompanying notes are an integral part of these unaudited pro forma financial statements.

TXO PARTNERS, L.P.

Pro Forma Statement of Operations for the Year Ended December 31, 2025

(Unaudited)

(in thousands, except for per unit information)

TXO Partners Historical

CTE Disposition

Adjustments

Pro Forma

REVENUES

Oil and condensate

283,192

43,326

239,866

Natural gas liquids

32,121

6,915

25,206

Gas

85,699

18,242

67,457

Total Revenues

401,012

68,483

332,529

EXPENSES

Production

186,229

43,147

143,082

Exploration

469

449

Taxes, transportation and other

68,781

12,634

56,147

Depreciation, depletion and amortization

96,574

16,791

79,783

Impairment

42,425

Accretion of discount in asset retirement obligation

15,651

4,845

10,806

General and administrative

21,464

(609

)

(b)

5,200

27,273

Total Expenses

431,593

119,253

5,200

317,540

OPERATING (LOSS) INCOME

(30,581

)

(50,770

)

(5,200

)

14,989

OTHER INCOME (EXPENSE)

Other income

25,308

3,043

22,265

Interest income

618

357

261

Interest expense

(16,964

)

(c)

7,903

(9,061

)

Total Other Income

8,962

3,400

7,903

13,465

NET (LOSS) INCOME

(21,619

)

(47,370

)

2,703

28,454

NET (LOSS) INCOME PER COMMON UNIT

Basic

(0.43

)

0.57

Diluted

(0.43

)

0.56

WEIGHTED AVERAGE COMMON UNITS OUTSTANDING

Basic

49,769

Diluted

49,769

951

50,720

The accompanying notes are an integral part of these unaudited pro forma financial statements.

TXO PARTNERS, L.P.

Pro Forma Statement of Operations for the Three Months Ended March 31, 2026

(Unaudited)

(in thousands, except for per unit information)

TXO Partners Historical

CTE Disposition

Adjustments

Pro Forma

REVENUES

Oil and condensate

(2,746

)

10,718

(13,464

)

Natural gas liquids

9,335

1,455

7,880

Gas

21,687

4,506

17,181

Total Revenues

28,276

16,679

11,597

EXPENSES

Production

47,737

9,295

38,442

Exploration

108

Taxes, transportation and other

19,762

2,293

17,469

Depreciation, depletion and amortization

28,838

2,970

25,868

Accretion of discount in asset retirement obligation

4,568

1,394

3,174

General and administrative

4,814

578

(b)

1,375

5,611

Total Expenses

105,827

16,539

1,375

90,663

OPERATING (LOSS) INCOME

(77,551

)

140

(1,375

)

(79,066

)

OTHER INCOME (EXPENSE)

Other income

8,856

201

8,655

Interest income

Interest expense

(5,740

)

(c)

1,822

(3,918

)

Total Other Income

3,215

285

1,822

4,752

NET (LOSS) INCOME

(74,336

)

425

447

(74,314

)

NET (LOSS) INCOME PER COMMON UNIT

Basic

(1.35

)

(1.35

)

Diluted

(1.35

)

(1.35

)

WEIGHTED AVERAGE COMMON UNITS OUTSTANDING

Basic

55,090

Diluted

55,090

The accompanying notes are an integral part of these unaudited pro forma financial statements.

TXO PARTNERS, L.P.

1. BASIS OF PRESENTATION AND CORPORATE REORGANIZATION

The historical financial information is derived from the financial statements of TXO Partners included in the Annual Report on Form 10-K for the year ended December 31, 2025 and in the Quarterly Report on Form 10-Q for the three months ended March 31, 2026. For purposes of the unaudited pro forma balance sheet and statements of operations, it is assumed that the CTE Disposition had taken place on January 1, 2025.

2. PRO FORMA ADJUSTMENTS AND ASSUMPTIONS

TXO Partners made the following adjustments and assumptions in the preparation of the unaudited pro forma financial statements:

(a)

Adjustment reflects the CTE Disposition proceeds, to TXO Partners, used to pay down outstanding debt on our Credit Facility and removal of related oil and gas assets.

(b)

Adjustment reflects the removal of the management fee paid by CTE to TXO Partners.

(c)

Adjustment reflects savings in interest expense from disposition proceeds used to pay down debt, had such the transaction closed on January 1, 2025. The average interest rate was 7.9% for the year ended December 31, 2025 and 7.4% for the three months ended March 31, 2026.

3. SUPPLEMENTARY DISCLOSURE OF OIL AND NATURAL GAS OPERATIONS

The following pro forma standardized measure of the discounted net future cash flows and changes applicable to TXO Partners’ proved reserves reflect the effect of Texas state franchise taxes which TXO Partners is subject to. The future cash flows are discounted at 10% per year and assume continuation of existing economic conditions.

The standardized measure of discounted future net cash flows, in management’s opinion, should be examined with caution. The basis for this table is the reserve studies prepared by independent petroleum engineering consultants, which contain imprecise estimates of quantities and rates of production of reserves. Revisions of previous year estimates can have a significant impact on these results. Also, exploration costs in one year may lead to significant discoveries in later years and may significantly change previous estimates of proved reserves and their valuation. Therefore, the standardized measure of discounted future net cash flow is not necessarily indicative of the fair value of TXO Partners’ proved oil and natural gas properties.

The data presented should not be viewed as representing the expected cash flow from, or current value of, existing proved reserves since the computations are based on a large number of estimates and assumptions. Reserve quantities cannot be measured with precision, and their estimation requires many judgmental determinations and frequent revisions. Actual future prices and costs are likely to be substantially different from the prices and costs utilized in the computation of reported amounts.

The following table provides a pro forma rollforward of the total proved reserves for the year ended December 31, 2025, as well as pro forma proved developed and proved undeveloped reserves at the beginning and end of the year, as if the CTE Disposition occurred on January 1, 2025.

Oil (MBbls)

TXO Partners Historical

CTE Disposition

Pro Forma

January 1, 2025

47,191.9

7,528.0

39,663.9

Extensions, additions and discoveries

1,868.1

61.2

1,806.9

Revisions

(4,615.6

)

(513.5

)

(4,102.1

)

Production

(4,173.7

)

(687.5

)

(3,486.2

)

Purchase in place

19,080.4

3.8

19,076.6

December 31, 2025

59,351.1

6,392.0

52,959.1

Proved Developed Reserves

January 1, 2025

37,894.6

7,180.7

30,713.9

December 31, 2025

44,974.0

6,050.6

38,923.4

Proved Undeveloped Reserves

January 1, 2025

9,297.3

347.3

8,950.0

December 31, 2025

14,377.0

341.4

14,035.6

Natural Gas Liquids (MBbls)

TXO Partners Historical

CTE Disposition

Pro Forma

January 1, 2025

13,794.4

3,806.3

9,988.1

Extensions, additions and discoveries

305.6

24.0

281.6

Revisions

2,253.0

767.5

1,485.5

Production

(1,497.0

)

(331.3

)

(1,165.7

)

Purchase in place

3,863.8

December 31, 2025

18,719.8

4,266.5

14,453.3

Proved Developed Reserves

January 1, 2025

13,194.9

3,783.9

9,411.0

December 31, 2025

16,383.1

4,244.5

12,138.6

Proved Undeveloped Reserves

January 1, 2025

599.5

22.4

577.1

December 31, 2025

2,336.7

22.0

2,314.7

Natural Gas (MMcf)

TXO Partners Historical

CTE Disposition

Pro Forma

January 1, 2025

197,035.7

65,378.9

131,656.8

Extensions, additions and discoveries

47,872.2

1,124.9

46,747.3

Revisions

75,099.5

12,167.1

62,932.4

Production

(27,883.8

)

(6,575.5

)

(21,308.3

)

Purchase in place

14,112.1

December 31, 2025

306,235.7

72,095.4

234,140.3

Proved Developed Reserves

January 1, 2025

196,013.7

65,285.1

130,728.6

December 31, 2025

254,095.1

72,003.3

182,091.8

Proved Undeveloped Reserves

January 1, 2025

1,022.0

93.8

928.2

December 31, 2025

52,140.6

92.1

52,048.5

Total (MBoe)

TXO Partners Historical

CTE Disposition

Pro Forma

January 1, 2025

93,825.6

22,230.9

71,594.7

Extensions, additions and discoveries

10,152.4

272.7

9,879.7

Revisions

10,153.8

2,281.8

7,872.0

Production

(10,317.9

)

(2,114.7

)

(8,203.2

)

Purchase in place

25,296.2

3.8

25,292.4

December 31, 2025

129,110.1

22,674.5

106,435.6

Proved Developed Reserves

January 1, 2025

83,758.5

21,845.5

61,913.0

December 31, 2025

103,706.3

22,295.7

81,410.6

Proved Undeveloped Reserves

January 1, 2025

10,067.1

385.4

9,681.7

December 31, 2025

25,403.8

378.8

25,025.0

The pro forma standardized measure of discounted estimated future net cash flows was as follows as of December 31, 2025 (in thousands):

December 31, 2025

TXO Partners Historical

CTE Disposition

Pro Forma

Future cash inflows

4,849,920

616,768

4,233,152

Future costs:

Production

(2,300,106

)

(347,874

)

(1,952,232

)

Development

(719,027

)

(98,902

)

(620,125

)

Income taxes

(1,286

)

176

(1,462

)

Future net cash flows

1,829,501

170,168

1,659,333

10% annual discount

(734,008

)

(44,597

)

(689,411

)

Standardized measure

1,095,493

125,571

969,922

The change in the pro forma standardized measure of discounted estimated future net cash flows was as follows for 2025 (in thousands):

December 31, 2025

TXO Partners Historical

CTE Disposition

Pro Forma

Standardized measure, beginning of period

976,587

151,108

825,479

Revisions:

Prices and costs

(87,185

)

(29,147

)

(58,038

)

Quantity estimates

(126,411

)

(3,343

)

(123,068

)

Income tax

217

168

Future development costs

(8,058

)

1,366

(9,424

)

Accretion of discount

97,659

15,111

82,548

Production rates and other

(68,292

)

(5,028

)

(63,264

)

Net revisions

(192,070

)

(20,992

)

(171,078

)

Additions and discoveries

(15,442

)

843

(16,285

)

Production

(108,136

)

(12,701

)

(95,435

)

Development costs

71,138

7,247

63,891

Purchases in place

363,416

363,350

Net change

118,906

(25,537

)

144,443

Standardized measure, end of period

1,095,493

125,571

969,922

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Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection b-2

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- Definition

Indicate if an emerging growth company has elected not to use the extended transition period for complying with any new or revised financial accounting standards.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Securities Act

-Number 7A

-Section B

-Subsection 2

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- Definition

Commission file number. The field allows up to 17 characters. The prefix may contain 1-3 digits, the sequence number may contain 1-8 digits, the optional suffix may contain 1-4 characters, and the fields are separated with a hyphen.

+ References

No definition available.

+ Details

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- Definition

Two-character EDGAR code representing the state or country of incorporation.

+ References

No definition available.

+ Details

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- Definition

The exact name of the entity filing the report as specified in its charter, which is required by forms filed with the SEC.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection b-2

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- Definition

The Tax Identification Number (TIN), also known as an Employer Identification Number (EIN), is a unique 9-digit value assigned by the IRS.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection b-2

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- Definition

Local phone number for entity.

+ References

No definition available.

+ Details

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- Definition

Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 13e

-Subsection 4c

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Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 14d

-Subsection 2b

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- Definition

Title of a 12(b) registered security.

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-Publisher SEC

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-Number 240

-Section 12

-Subsection b

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- Definition

Name of the Exchange on which a security is registered.

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Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection d1-1

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Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as soliciting material pursuant to Rule 14a-12 under the Exchange Act.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 14a

-Subsection 12

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- Definition

Trading symbol of an instrument as listed on an exchange.

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No definition available.

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- Definition

Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as written communications pursuant to Rule 425 under the Securities Act.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Securities Act

-Number 230

-Section 425

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