OKMIN RESOURCES, INC.
For the period ended Dec 31, 2025. Filed Feb 24, 2026.
View on SEC.govAbout this filing
A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Dec 31, 2025 · Filed Feb 24, 2026
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2025-09-30; filed 2025-11-25.
0001553350-25-000149
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2025-12-31; filed 2026-02-24.
0001079973-26-000253
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsThe baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.
Compared 39 previous paragraphs and 51 current paragraphs.
21 unchanged; 10 reworded; 18 added; 7 removed; 1 previous and 2 current paragraphs rearranged.
Tables are not compared: 0 previous and 0 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.
A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.
Added paragraphs (18)
Current report
Unless otherwise indicated, references to the “Company,” “us” or “we” refer to Okmin Resources, Inc. and its subsidiaries.
Current report
On January 29, 2026, marking a strategic shift and diversification of the Company’s business, Okmin entered into an Agreement and Plan of Merger and Reorganization (the “Agreement”) with BevPoint Capital LP (“BevPoint”). BevPoint is developing a national portfolio of craft beverage and experiential hospitality brands, anchored by its recent acquisition of American Icon Brewery in Vero Beach, Florida.
Current report
Pursuant to the terms of the Agreement, upon closing the Company will issue an aggregate of 220,000,000 shares of its common stock to the partners and management of BevPoint in exchange for 100% of the outstanding equity interests of BevPoint. Upon completion of the transaction, the BevPoint interest holders will hold a majority of the Company’s issued and outstanding common stock. The transaction also includes additional earn-out consideration based on the achievement of specified revenue and earnings milestones. In addition, the Agreement requires a minimum capital infusion of $730,000 by BevPoint prior to closing.
Current report
BevPoint’s management team has experience across the beverage, hospitality, and entertainment industries. BevPoint focuses on partnering with independent brands that have demonstrated consumer demand but face operational or structural constraints. Through its operating strategy, BevPoint seeks to enhance supply-chain relationships and scale experiential concepts that integrate beverage innovation, culinary offerings, and entertainment, with the objective of building destination-oriented brands and generating long-term enterprise value.
Current report
Following the proposed transaction, the Company intends to pursue additional opportunities in the beverage, hospitality, and experience-driven sectors. At the same time, the Company is evaluating strategic alternatives with respect to its remaining energy-related assets, including the potential sale of the Pushmataha gas field, as it continues to consolidate and refocus its legacy energy interests.
Current report
General and administrative expenses decreased to $68,939 for the three months ended December 31, 2025 compared to $192,879 for the three months ended December 31, 2024. The primary reason for the decrease is the previous year had included a one-off and non-cash expense of $119,000 in connection with stock issued to consultants and a director of the Company for services in lieu of cash payments.
Current report
For the Six months ended December 31, 2025, as compared to the Six months ended December 31, 2024
Current report
Revenue
Current report
We generated $4,902 in revenue from oil and gas sales for the six months ended December 31, 2025, as compared to $11,303 in revenues in the six months ended December 31, 2024. The decrease in revenue is attributable to lower natural gas prices and reduced operations pending additional funding to conduct additional reworks required to increase production activities. These lower prices not only reduced the sales price we received for each MCF sold, but also led to a decrease in our production volumes as operations on certain of our properties have been curtailed until prices improve. Current revenue was also negatively affected by the continued suspension of gas sales at West Sheppard Pool due to the failure of equipment owned by the gas pipeline company at its compressor station. During the current period, we received $57 in interest income from our cash balances compared to interest income of $282 for the six months ended December 31, 2024.
Current report
General and Administrative Expense
Current report
General and administrative expenses decreased to $148,527 for the six months ended December 31, 2025 as compared to $252,258 for the six months ended December 31, 2024. This decrease is largely attributable higher expenses in the previous year, where the Company recorded a non-recurring and non-cash expense of $119,000 in connection with stock issued to in lieu of cash payments to consultants and a director of the Company for services.
Current report
Net Loss
Current report
The net loss for the six months ended December 31, 2025 was $202,593 compared to a net loss of $286,543 for the six months ended December 31, 2024. The Expenses during the six month period ended December 31, 2025, included $15,022 in lease operating expenses, including taxes and royalties; $81,000 in accrued compensation; an allowance for doubtful accounts of $25,000, $10,525 in interest expense and financing costs; $30,801 in audit fees, accounting, and bookkeeping fees of $6,377; $8,700 in listing related fees; and $14,935 in connection with personnel and corporate consultants (vs $119,000 in six months ended December 31, 2024). An impairment charge of $24,765 was recorded in the current period as a test of the current fair value of the oil and gas properties was conducted and it was determined an impairment of the capitalized values was necessary. We also incurred other general and administrative expenses necessary for our operations.
Current report
In the six months ended December 31, 2025 and 2024, net cash from investing activities was none.
Current report
Net cash from financing
Current report
Net cash from financing activities in the six months ended December 31, 2025 totaled $40,000 compared to ($12,000) in the six months ended December 31, 2024, this difference is largely attributable to a small private placement of $30,000 completed in September 2025 and a bridge loan of $10,000 extended to the Company by its CEO.
Current report
Inflation
Current report
The effect of inflation on our revenue and operating results was not significant.
Removed paragraphs (7)
Previous report
General and administrative expenses increased to $79,588 for the three months ended September 30, 2025 compared to expenses of $59,379 for the three months ended September 30, 2024. The primary reason for the increase was due to higher consulting and professional fees in the current period. Expenses related to compensation, interest, rent, accounting and professional fees and other general and administrative expenses necessary for our operations were relatively flat compared to the prior period.
Previous report
Net cash provided (used) from financing
Previous report
Financing activities provided net cash of $30,000 in the three months ended September 30, 2025. The Company completed a private placement of 1,000,000 common shares at a price of $0.03 per share for proceeds of $30,000. For the three months ended September 30, 2024, financing activities used cash of $6,000 which was entirely for repayment of debt.
Previous report
Net cash from investing activities
Previous report
The Convertible debt maintained by the company had a 10% annual interest rate, was initially set up with repayments of $3,500 per month commencing as of May 2022 and any open balance is convertible at the Lender’s discretion into shares of the Company’s common stock at $0.03 per share with warrant coverage at the same price on the basis of one warrant per every three shares issued under the note. The principal amount of the note was secured by a lien on the Vitt lease. In the related security agreement, the Company agreed to remit the first $125,000 in net revenue received from its interest in the Pushmataha Gas Field toward the payment and performance of the note. Beginning in November 2023, the Company and the lender agreed to reduce the monthly repayment to $2,000. As of June 30, 2025, the Company had a remaining balance of $131,135 on the note and outstanding interest of $63,956. Subsequent to the end of the fiscal year, the lender agreed to convert the entire remaining principal and interest due as of June 30 th 2025 into common shares of the Company at a deemed price of $0.03 per share. On September 19, 2025, the Company issued 6,503,024 common shares to the noteholder to settle the note in full.
Previous report
The Company had a net loss of $73,430 for the three months ended September 30, 2025 and an accumulated deficit of $2,379,115. As at September 30, 2025, we had a working capital deficit of approximately $554,814. We are still an earlier stage company and to date we have only achieved limited revenues from operations and anticipate that operating revenues will continue to be limited until the Company is in a position to commit substantial capital resources to its operations.
Previous report
The Company had a working capital deficit of $554,814 as at September 30, 2025. In the 2026 fiscal year we anticipate cash needs of a minimum of $270,000, to maintain general corporate overhead and for continued work in maintaining our existing lease properties. This does not include any potential workovers, re-entries, stimulation treatments and recompletions of existing non or low producing wells, which would require additional capital commitments. The Company plans to obtain that capital by issuing equity securities, which may consist of either capital stock or convertible debt.
Reworded paragraphs (10)
Previous wording
As a development stage company, Okmin has been focused on the acquisition and development of domestic oil and gas fields, investing in lower profile rework and recompletion opportunities with lower entry costs. The Company's initial projects are located in Oklahoma and Kansas.
Current wording
Okmin Resources, Inc. was organized in 2020 to engage in the acquisition, exploration, and development of mineral rights and natural resource assets. As a development-stage company, the Company initially focused on the acquisition and development of domestic oil and gas properties, targeting lower-profile rework and recompletion opportunities with relatively low entry costs. The Company’s initial projects were located in Oklahoma and Kansas.
Previous wording
The Company has two wholly owned subsidiaries that conduct oil and gas activities, Okmin Operations, LLC, incorporated on May 25, 2021 in the State of Kansas, and Okmin Energy LLC, incorporated on November 21, 2021 in the State of Oklahoma.
Current wording
The Company operates through two wholly owned subsidiaries: Okmin Operations, LLC, incorporated on May 25, 2021 in the State of Kansas, and Okmin Energy LLC, incorporated on November 21, 2021 in the State of Oklahoma. These subsidiaries conduct the Company’s oil and gas activities.
Previous wording
We generated $2,088 in revenue from oil and gas sales for the three months ended September 30, 2025, as compared to $5,991 in revenues generated in the three months ended September 30, 2024. The decrease in revenue is predominantly attributable to lower energy prices. These lower prices not only reduced the sales price we received, but also led to the curtailment of operations on certain of our properties until prices improve which resulted in a decrease of our production volumes.
Current wording
We generated $2,814 in revenue from oil and gas sales for the three months ended December 31, 2025, as compared to $5,312 in revenues generated in the three months ended December 31, 2024. The decrease in revenue is predominantly attributable to lower natural gas prices. These lower prices not only reduced the sales price we received for each MCF sold but also led to the curtailment of operations on certain of our properties which resulted in a decrease of our production volumes.
Previous wording
The net loss for the three months ended September 30, 2025 was $73,430 compared to a net loss of $67,785 for the three months ended September 30, 2024. Expenses during the three month period ended September 30, 2025, included: $6,968 in lease operating expenses (including taxes and royalties), $40,500 in deferred and unpaid compensation, $5,559 in interest expense and financing costs, $8,700 in compliance listing related fees, $37,366 in accounting and professional fees and other general and administrative expenses necessary for our operations. Expenses during the comparative three month period ended September 30, 2024 included: $9,717 in lease operating expenses (including taxes and royalties), $40,500 in deferred and unpaid compensation, $4,320 in interest expense and financing costs, $8,400 in compliance listing related fees, $9,599 in accounting and professional fees and other general and administrative expenses necessary for our operations.
Current wording
The net loss for the three months ended December 31, 2025 was $129,161 compared to a net loss of $218,757 for the three months ended December 31, 2024. The Expenses during the three month period ended December 31, 2025, included $8,055 in lease operating expenses, including taxes and royalties; $40,500 in accrued compensation; $4,623 in interest expense; Audit fees of $15,692, $4,550 in stock compensation in lieu of cash for an ongoing services agreement with Sierra Land Resources, LLC, plus other professional fees; and other general and administrative expenses necessary for our operations. An impairment charge of $24,765 was recorded in the current period as a test of the current fair value of the oil and gas properties was conducted and it was determined an impairment of the capitalized values was necessary. Additionally, following payment delays on accounts receivable, an allowance for doubtful accounts of $25,000 was recorded in this past quarter. The Expenses during the comparative three month period ended December 31, 2024 included: $9,518 in lease operating expenses, including taxes and royalties; $40,500 in accrued compensation, $3,678 in interest expense, $3,671 in filing fees, an amount of $119,000 in non-recurring consulting and compensation fees and other general and administrative expenses necessary for our operations.
Previous wording
There was no cash provided by or used in investing activities for the three month periods ended September 30, 2025 or September 30, 2024.
Current wording
Net cash used in investing activities
Previous wording
As of September 30, 2025, we had total assets of $134,878, comprised primarily of cash of $13,623 and oil and gas properties of $96,090. As of September 30, 2025, we had total liabilities of $593,437, primarily comprised of deferred and accrued compensation of $479,250, accrued liabilities of $38,630, and other liabilities of $75,557.
Current wording
As of December 31, 2025, we had total assets of $73,416, comprised primarily of cash and cash equivalents of $705 and oil and gas properties at $70,689. As at December 31, 2025, we had total liabilities of $656,589, primarily comprised of accrued liabilities-related party of $519,750 in deferred compensation expense as the CEO continues to defer salary in an effort to conserve cash. Other liabilities include accounts payable of $39,013, bridge loan from the CEO of $10,000, and other liabilities of $87,826.
Previous wording
For the 2026 fiscal year we anticipate cash needs of approximately $270,000 for general corporate overhead and for operations on our existing lease properties. This amount does not include funding for any potential workovers, re-entries, stimulation treatments and recompletions of existing non or low producing wells. Any new work on our properties will require additional capital. A portion of the required cash will be obtained from oil and gas sales. The Company plans to obtain the remainder of the required capital through private sales of securities or debt financing.
Current wording
Our business plan calls for substantial capital resource requirements and we have incurred significant losses since inception. The Company had a net loss of $202,593 for the six months ended December 31, 2025 and an accumulated deficit of $2,508,278 as of December 31, 2025. The Company had a working capital deficit of $655,884 as at December 31, 2025 and for the remainder of the 2026 fiscal year which started in July 2025, we anticipate cash needs of approximately $150,000 for general corporate overhead and for operations on our existing lease properties. This amount does not include funding for any potential workovers, re-entries, stimulation treatments and recompletions of existing non or low producing wells. Any new work on our properties will require additional capital. The Company anticipates receiving limited revenue from oil and gas sales and intends to obtain the remaining capital through private sales of securities and/or debt financing.
Previous wording
To date, we have funded our operations primarily through private sales of equity and/or convertible securities for cash. We depend upon debt and/or equity financing and revenues to fund our ongoing operations and to execute our current business plan. In the 2026 fiscal year, such capital requirements and the requirements for our planned ongoing activities is greater than the capital we currently have available. We will be required to obtain alternative or additional financing from financial institutions, investors or otherwise, in order to maintain and expand our existing operations. Our most likely source of additional capital is through the sale of our securities, including common stock. We may also obtain capital through the sale of preferred stock or convertible securities, or through debt financing. If we are unable to obtain additional financing it would have a material adverse effect upon our business, financial condition and results of operations, including negatively affecting our ability to complete ongoing activities and which could cause us to curtail or cease certain of our operations.
Current wording
To date, we have funded our operations primarily through the issuance of equity and/or convertible securities for cash and via debt financing. We depend upon debt and/or equity financing and revenues to fund our ongoing operations and to execute our current business plan. In the current 2026 fiscal year, such capital requirements will be in excess of what we have in available cash for planned ongoing activities.
Previous wording
As reflected in the accompanying condensed financial statements, the Company had a net loss of $73,430 for the three months ended September 30, 2025 and an accumulated deficit of $2,379,115 as of September 30, 2025. These factors, among others, raise doubt about the Company’s ability to continue as a going concern.
Current wording
As reflected in the accompanying condensed consolidated financial statements, the Company had a net loss of $202,593 for the six months ended December 31, 2025 and an accumulated deficit of $2,508,278 as of December 31, 2025. These factors, among others, raise doubt about the Company’s ability to continue as a going concern.
Previous wording
The Company’s future success is dependent upon its ability to achieve profitable operations, generate cash from operating activities and obtaining additional financing. If such additional financing is not available on terms acceptable to us or at all, then we may need to curtail our operations and/or take additional measures to conserve and manage our liquidity and capital resources, any of which would have a material adverse effect on our financial position, results of operations, and our ability to continue as a going concern. The financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern.
Current wording
The Company’s future success is dependent upon its ability to achieve profitable operations, generate cash from operating activities and obtaining additional financing. If such additional financing is not available on terms acceptable to us or at all, then we may need to curtail our operations and/or take additional measures to conserve and manage our liquidity and capital resources, any of which would have a material adverse effect on our financial position, results of operations, and our ability to continue as a going concern. The condensed consolidated financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern.
Rearranged current paragraphs (2)
Current report — wording carried from elsewhere
We will be required to obtain alternative or additional financing from financial institutions, investors or otherwise, in order to maintain and expand our existing operations. The failure by us to obtain such financing would have a material adverse effect upon our business, financial condition and results of operations, and adversely affecting our ability to complete ongoing activities.
Current report — wording carried from elsewhere
The Company had a working capital deficit of $655,884 as at December 31, 2025 and management believes that the Company will require additional working capital for the remainder of the 2026 fiscal year. To date, we have funded our operations primarily through the issuance of equity and/or convertible securities for cash and via debt financing. We depend upon debt and/or equity financing and revenues to fund our ongoing operations and to execute our current business plan. In the remainder of the 2026 fiscal year, such capital requirements will be in excess of what we have in available cash for planned ongoing activities.
Rearranged previous paragraphs (1)
Previous report — wording carried elsewhere
Okmin Resources, Inc. was organized in 2020 to engage in the business of the acquisition, exploration and development of mineral rights and natural resource assets.