Tamboran Resources Corp
For the period ended Dec 4, 2025. Filed Oct 28, 2025.
View on SEC.govAbout this filing
What shareholders are asked to vote on at a company's meeting. It is where to find what directors and top executives are paid, and who owns the most shares.
Dec 4, 2025 · Filed Oct 28, 2025
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TBN$28.90+3.0%Stored close · as of Nov 6, 2026
Contents
Table of Contents
| FORWARD-LOOKING STATEMENTS | ii |
|---|---|
| PROXY STATEMENT SUMMARY | iv |
| PROXY STATEMENT | 1 |
| QUESTIONS AND ANSWERS | 2 |
| PROPOSAL ONE: TO APPROVE, THE ELECTION OF THE COMPANY’S THREE CLASS II DIRECTORS, BEING EACH OF: (1) RYAN DALTON, (2) ANDREW ROBB, (3) SCOTT SHEFFIELD | 13 |
| CORPORATE GOVERNANCE | 19 |
| CERTAIN RELATIONSHIPS AND RELATED PERSON TRANSACTIONS | 26 |
| SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT | 28 |
| EXECUTIVE AND DIRECTOR COMPENSATION | 30 |
| PROPOSAL TWO: RATIFICATION OF THE APPOINTMENT OF ERNST & YOUNG AS THE COMPANY’S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE FISCAL YEAR ENDING JUNE 30, 2026. | 39 |
| REPORT OF THE AUDIT AND RISK MANAGEMENT COMMITTEE | 41 |
| PROPOSAL THREE: APPROVAL, FOR PURPOSES OF ASX LISTING RULE 10.14 AND FOR ALL OTHER PURPOSES, OF THE ISSUANCE OF 27,251 SHARES OF COMMON STOCK (WHICH MAY BE REPRESENTED BY CDIS) TO RICHARD STONEBURNER (OR HIS NOMINEE) UNDER THE 2024 EQUITY INCENTIVE PLAN, IN LIEU OF THE EQUIVALENT AMOUNT OF FEES OTHERWISE PAYABLE TO HIM BY THE COMPANY FOR HIS SERVICE AS INTERIM CHIEF EXECUTIVE OFFICER | 42 |
| PROPOSAL FOUR - SIX: APPROVAL, FOR PURPOSES OF ASX LISTING RULE 10.14 AND FOR ALL OTHER PURPOSES, THE ISSUANCE OF SHARES OF COMMON STOCK (WHICH MAY BE REPRESENTED BY CDIS) TO MESSRS. SCOTT SHEFFIELD, PHILLIP PACE AND JEFFREY BELLMAN UP TO A VALUE OF US$200,000 PER NON-EXECUTIVE DIRECTOR IN EACH FISCAL YEAR DURING THE TWO YEAR PERIOD FROM THE DATE OF THIS ANNUAL MEETING (BEING IN AGGREGATE UP TO A VALUE OF US$400,000 PER NON-EXECUTIVE DIRECTOR) UNDER THE 2024 EQUITY INCENTIVE PLAN, IN LIEU OF THE EQUIVALENT AMOUNT OF DIRECTORS FEES OTHERWISE PAYABLE TO THE NON-EXECUTIVE DIRECTORS BY THE COMPANY AT THEIR ELECTION | 45 |
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The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.