MESA ROYALTY TRUST/TX
For the period ended Dec 31, 2025. Filed Mar 30, 2026.
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A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.
FY2025 · Filed Mar 30, 2026
What changed in Risk Factors?
Read the current filingPrevious report: 10-K
Period ended 2024-12-31; filed 2025-03-31.
0001104659-25-029944
Item 1A. Risk FactorsCurrent report: 10-K
Period ended 2025-12-31; filed 2026-03-30.
0001104659-26-036896
Item 1A. Risk FactorsThe 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 90 previous paragraphs and 89 current paragraphs.
74 unchanged; 12 reworded; 2 added; 3 removed; 1 previous and 1 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 (2)
Current report
OPEC+ production plans and actions impacting global supply and demand;
Removed paragraphs (3)
Previous report
Based on the reserve report from Miller and Lents, a portion of the Royalty Properties from which the Trust derives its income are currently not profitable due to factors such as declining production, low commodity prices and high operating costs. According to reserve estimates prepared by Miller and Lents, volumes from certain Royalty Properties are not currently profitable enough to generate future Net Proceeds to the Trust, based on the assumptions made and the methodologies used. For these properties, declining well performance coupled with low prices has rendered these wells uneconomic. If these conditions persist or worsen, the Working Interest Owners may reduce production, shut in wells, or cease operations altogether, which would adversely affect the Trust’s royalty income and make the Trust solely dependent on the profitable Royalty Properties. See “Business — Description of Royalty Properties — Reserves” contained in Item 1 of this Form 10-K.
Previous report
In the event of the bankruptcy of any operator of the underlying properties, the Working Interest Owners in the affected properties, creditors or the debtor-in-possession may seek a new party to perform
Reworded paragraphs (12)
Previous wording
Net Proceeds and the Trust’s quarterly distributions are highly dependent upon the prices realized from the sale of natural gas, and any material decrease in such prices could reduce the amount of Trust distributions. 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 Working Interest Owners. Factors that contribute to price fluctuation include, among others:
Current wording
Net Proceeds and the Trust’s quarterly distributions are heavily influenced by commodity prices realized from the sale of natural gas, and any material decrease in such prices could reduce the amount of Trust distributions. 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 Working Interest Owners. Factors that contribute to price fluctuation include, among others:
Previous wording
political conditions worldwide, in particular political disruption, war or other armed conflicts that affect oil supply;
Current wording
political conditions worldwide, in particular sanctions, political disruption, war and other armed conflicts that affect oil and gas supply and transportation, including current hostilities in the Middle East and Ukraine;
Previous wording
Crude oil prices have been historically volatile and fell sharply during the pandemic. Oil demand rebounded in the second half of 2020, and prices increased in 2021 and 2022, decreased in 2023 and increased slightly in 2024. The NYMEX crude oil spot prices per Bbl were $71.72 and $71.65 as of December 31, 2024 and December 30, 2023, respectively. As of March 25, 2025, the price was $69.00 per Bbl. The Trust cannot predict the timing or the duration of any economic cycle or other adverse events and, depending on the prices realized, the financial condition of the Trust could be materially adversely affected. When natural gas prices decline, the Trust is affected in two ways. First, net royalties are reduced. Second, exploration and development activity on the underlying properties may decline as some projects may become uneconomic and are either delayed or eliminated. The volatility of energy prices reduces the predictability of future cash distributions to unitholders. Based on information provided by the Working Interest Owners, natural gas and natural gas liquids produced from the Royalty Properties may be sold under short-term or multi-month contracts or on the spot market.
Current wording
Crude oil prices have been historically volatile and fell sharply during the pandemic. Oil demand rebounded in the second half of 2020, and prices increased in 2021 and 2022, decreased in 2023, increased slightly in 2024 and decreased in 2025. Crude oil prices increased sharply above $100 per barrel in connection with Middle East hostilities in March 2026. The NYMEX crude oil spot prices per Bbl were $57.42 and $71.72 as of December 31, 2025 and December 30, 2024, respectively. As of March 25, 2026, the price was $90.32 per Bbl. Prices have been volatile, driven by ongoing geopolitical tensions. The Trust cannot predict the timing or the duration of any economic cycle or other adverse events and, depending on the prices realized, the financial condition of the Trust could be materially adversely affected. When natural gas prices decline, the Trust is affected in two ways. First, net royalties are reduced. Second, exploration and development activity on the underlying properties may decline as some projects may become uneconomic and are either delayed or eliminated. The volatility of energy prices reduces the predictability of future cash distributions to unitholders. Based on information provided by the Working Interest Owners, natural gas and natural gas liquids produced from the Royalty Properties may be sold under short-term or multi-month contracts or on the spot market. Depending on the contractual arrangements and pricing applicable to production by the Working Interest Owners, the Trust may not benefit from increases in commodity prices as reported on the spot markets.
Previous wording
MMBtu in 2021 to a low of $1.21 per MMBtu in 2024. Eliminating the unusually high prices in 2021 which were due to extreme winter weather, the natural gas prices ranged from a high of $9.85 per MMBtu in 2022 to a low of $1.21 per MMBtu in 2024. On December 31, 2024, the Henry Hub Natural Gas Spot Price was $3.40 per MMBtu. Declines in natural gas prices may be caused by many factors, including increases in natural gas production and reserves from unconventional (shale) reservoirs, without an offsetting increase in demand. Any increase in natural gas production could cause the prices for natural gas to fall to lower levels. If prices for natural gas remain depressed for lengthy periods, the Trustee may be required to write down the value of the Trust’s oil and gas properties. In addition, sustained low prices for gas will negatively impact the value of the Trust’s estimated reserves and reduce Net Proceeds and the amount of cash the Trustee would otherwise have available to pay cash distributions to unitholders.
Current wording
Natural gas prices have been historically volatile and fell sharply during the pandemic. During the five years prior to December 31, 2025, Henry Hub natural gas prices have ranged from a high of $23.86 per MMBtu in 2021 to a low of $1.21 per MMBtu in 2024. Eliminating the unusually high prices in 2021 which were due to extreme winter weather, the natural gas prices ranged from a high of $9.86 per MMBtu in 2025 to a low of $1.21 per MMBtu in 2024. On December 31, 2025, the Henry Hub Natural Gas Spot Price was $4.00 per MMBtu. The spike in price on January 17, 2025 to $9.86 per MMBtu was due to extremely cold weather throughout both the northern and southern states, including widespread snow in the south, thus increasing demand. Increases in natural gas prices in 2025 were driven by stronger demand both at home and globally. Declines in natural gas prices may be caused by many factors, including increases in natural gas production and reserves from unconventional (shale) reservoirs, without an offsetting increase in demand. Any increase in natural gas production could cause the prices for natural gas to fall to lower levels. If prices for natural gas remain depressed for lengthy periods, the Trustee may be required to write down the value of the Trust’s oil and gas properties. In addition, sustained low prices for gas will negatively impact the value of the Trust’s estimated reserves and reduce Net Proceeds and the amount of cash the Trustee would otherwise have available to pay cash distributions to unitholders.
Previous wording
Natural gas and natural gas liquids produced from the Royalty Properties may be sold by the Working Interest Owners on the spot market or at prices determined by contract, including at fixed or variable prices. To the extent prices are determined by fixed price contracts, any increases in spot prices may not result in a corresponding increase in Net Proceeds received by the Trust or in the amount of cash available to pay cash distributions to unitholders.
Current wording
Natural gas and natural gas liquids produced from the Royalty Properties may be sold by the Working Interest Owners on the spot market or at prices determined by contract, including at fixed or variable prices. To the extent prices are determined by fixed price contracts, any increases in spot prices may not result in a corresponding increase in Net Proceeds received by the Trust or in the amount of cash available to pay cash distributions to unitholders. Depending on the contractual arrangements and pricing applicable to production by the Working Interest Owners, the Trust may not benefit from increases in commodity prices as reported on the spot markets.
Previous wording
Total excess production costs increased to $793,838 at December 31, 2024 from $260,731 at December 31, 2023, as reported by the Working Interest Owners. Please see Note 5 — Excess Production Costs in the Notes to Financial Statements under Item 8 of this Form 10-K.
Current wording
Total excess production costs increased to $938,738 at December 31, 2025 from $793,838 at December 31, 2024, as reported by the Working Interest Owners. Please see Note 5 — Excess Production Costs in the Notes to Financial Statements under Item 8 of this Form 10-K.
Previous wording
The Net Proceeds payable to the Trust are derived from the sale of depleting assets. Accordingly, the portion of the distributions to unitholders attributable to depletion may be considered a return of capital. Future maintenance and development projects on the Royalty Properties will affect the quantity of proved reserves. The timing and size of any such projects will depend on the market prices of natural gas, and, if undertaken, such projects will result in added costs that will reduce Net Proceeds payable to the Trust. If the Working Interest Owners do not implement additional maintenance and development projects, the future rate of production decline of proved reserves may be higher than the rate currently expected by the Trust. For federal income tax purposes, depletion is reflected as a deduction. Please see the section entitled “Business — Description of the Units — Federal Income Tax Matters” under Item 1 of this Form 10-K.
Current wording
Future maintenance and development projects on the Royalty Properties will affect the quantity of proved reserves. The timing and size of any such projects will depend on the market prices of natural gas, and, if undertaken, such projects will result in added costs that will reduce Net Proceeds payable to the Trust. If the Working Interest Owners do not implement additional maintenance and development projects, the future rate of production decline of proved reserves may be higher than the rate currently expected by the Trust. For federal income tax purposes, depletion is reflected as a deduction. Please see the section entitled “Business — Description of the Units — Federal Income Tax Matters” under Item 1 of this Form 10-K.
Previous wording
The quantities of reserves attributable to the Royalty Properties and the Royalty interest decreased in 2024 and may decrease in the future as a result of decreases in the price of oil, natural gas or natural gas liquids or other factors.
Current wording
The quantities of reserves attributable to the Royalty Properties and the Royalty interest increased in 2025 and may decrease in the future as a result of decreases in the price of oil, natural gas or natural gas liquids or other factors.
Previous wording
Neither the Trustee nor the unitholders can influence or control the operation or future development of the underlying properties. The Royalty Properties are owned by the Working Interest Owners, who are independent from the Trust. The Working Interest Owners manage the underlying properties and handle receipt and payment of funds relating to the Royalty Properties and payments to the Trust for the Royalty. Additionally, the Working Interest Owners have the ability to enter into contractual arrangements at their discretion that may not be advantageous to the Trust, depending on future commodity pricing. For example, Simcoe previously informed the Trustee that some of the natural gas produced from the San Juan Basin — Colorado Properties is being sold pursuant to fixed price contracts. To the extent prices are determined by fixed price contracts, any increases in spot prices may not result in a corresponding increase in Net Proceeds received by the Trust or in the amount of cash available to pay cash distributions to unitholders.
Current wording
Neither the Trustee nor the unitholders can influence or control the operation or future development of the underlying properties. The Royalty Properties are owned by the Working Interest Owners, who are independent from the Trust. The Working Interest Owners manage the underlying properties and handle receipt and payment of funds relating to the Royalty Properties and payments to the Trust for the Royalty. Additionally, the Working Interest Owners have the ability to enter into contractual arrangements at their discretion that may not be advantageous to the Trust, depending on future commodity pricing. For example, Simcoe previously informed the Trustee that some of the natural gas produced from the San Juan Basin — Colorado Properties was being sold pursuant to fixed price contracts. To the extent prices are determined by fixed price contracts, any increases in spot prices may not result in a corresponding increase in Net Proceeds received by the Trust or in the amount of cash available to pay cash distributions to unitholders.
Previous wording
The Trustee relies upon the Working Interests Owners for information regarding the Royalty Properties.
Current wording
The Trustee relies upon the Working Interest Owners for information regarding the Royalty Properties.
Previous wording
Warfare, terrorist attacks and the threat of terrorist attacks, whether domestic or foreign, as well as military or political actions taken in response, cause instability in the global financial and energy markets. Terrorism and sustained military campaigns, including political turmoil, warfare or continuing attacks in Ukraine and in the Middle East, could adversely affect Trust distributions or the market price of the units in unpredictable ways, including through inflationary pressures, the disruption of supply chains and markets, increased volatility in natural gas prices, or the possibility that the infrastructure on which the operators developing the underlying properties rely could be a direct target or an indirect casualty of a cyber-attack or an act of terror. Political and military events in Ukraine, the Middle East and other countries, including warfare between Ukraine and Russia, hostilities and geopolitical risk in the Middle East and global trading sanctions and tariffs may also have an adverse impact on Trust distributions or the market price of the units and may negatively affect our results of operations.
Current wording
Warfare, terrorist attacks and the threat of terrorist attacks, whether domestic or foreign, as well as military or political actions taken in response, cause instability in the global financial and energy markets. Terrorism and sustained military campaigns, including political turmoil, warfare or continuing attacks in Ukraine and in the Middle East, such as the recent closure of the Strait of Hormuz and recent hostilities in the Middle East region, could adversely affect Trust distributions or the market price of the units in unpredictable ways, including through inflationary pressures, the disruption of supply chains and markets, increased volatility in natural gas prices, or the possibility that the infrastructure on which the operators developing the underlying properties rely could be a direct target or an indirect casualty of a cyber-attack or an act of terror. Political and military events in Ukraine, the Middle East and other countries, including warfare between Ukraine and Russia, hostilities and geopolitical risk in the Middle East and global trading sanctions and tariffs may also have an adverse impact on Trust distributions or the market price of the units and may negatively affect our results of operations.
Previous wording
The value of the Royalty and the Trust’s ultimate cash available for distribution is highly dependent on the financial condition of the operators of the wells. The ability to operate the underlying properties depends on all operators’ current and future financial condition and economic performance and access to capital, which in turn will depend upon the supply and demand for oil and natural gas, prevailing economic conditions, inflation, interest rates, and financial, business and other factors, many of which are beyond the control of such operators. Any sustained decrease in demand for crude oil and natural gas in the global market or any other business downturn could have a material negative impact on the financial condition and economic performance of Working Interest Owners or other operators of the underlying properties.
Current wording
The value of the Royalty and the Trust’s ultimate cash available for distribution is highly dependent on the financial condition of the operators of the wells. The ability to operate the underlying properties depends on all operators’ current and future financial condition and economic performance and access to capital,
Rearranged current paragraphs (1)
Current report — wording carried from elsewhere
The Net Proceeds payable to the Trust are derived from the sale of depleting assets. Accordingly, the portion of the distributions to unitholders attributable to depletion may be considered a return of capital.
Rearranged previous paragraphs (1)
Previous report — wording carried elsewhere
Natural gas prices have been historically volatile and fell sharply during the pandemic. During the five years prior to December 31, 2024, Henry Hub natural gas prices have ranged from a high of $23.86 per