OKMIN RESOURCES, INC.
For the period ended Mar 31, 2026. Filed May 15, 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.
Mar 31, 2026 · Filed May 15, 2026
OKMNStored price and day change unavailable
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious 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 OperationsCurrent report: 10-Q
Period ended 2026-03-31; filed 2026-05-15.
0001553350-26-000085
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 51 previous paragraphs and 63 current paragraphs.
28 unchanged; 10 reworded; 23 added; 12 removed; 1 previous and 2 current paragraphs rearranged.
Tables are not compared: 0 previous and 2 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 (23)
Current report
The Company has an interest in two projects:
Current report
The Company also retained a 10% overriding royalty interest in West Sheppard Pool, a natural gas project in Northeast Oklahoma.
Current report
The Company has not conducted any reserve evaluations or calculations, and there are currently no proven reserves on any of the Company’s properties.
Current report
Our business strategy is to enhance the value of our acquired operated assets through evaluation of certain properties with the goal of increasing production. We plan to deploy capital in a strategic manner and pursue value-enhancing transactions and expect to continuously evaluate strategic alternative opportunities that we believe will enhance shareholder value.
Current report
Subject to the Company being able to secure adequate additional financing, Okmin may also acquire the rights to and participate in drilling and/or other mining operations. The Company will evaluate other strategic corporate opportunities as they become available from time to time.
Current report
On January 29, 2026, the Company entered into a merger agreement with BevPoint Capital LP, a Florida limited partnership ("BevPoint"). BevPoint is the owner and operator of American Icon Brewery and intends to acquire similar businesses. Under the agreement, all interests in BevPoint would be converted into the right to receive an aggregate of 220,000,000 shares of Okmin common stock representing approximately 55.6% of the post-closing outstanding shares, with additional shares to be issued to BevPoint holders upon the achievement of certain financial milestones. The Company would also issue a convertible promissory note to the principals of the combined entity.
Current report
The merger was conditional upon a number of closing conditions, including the requirement that BevPoint would have $730,000 in immediately available cash in bank accounts, contributed by way of a bona fide equity infusion, free from any encumbrance or restriction.
Current report
In April 2026, the Company announced that these closing conditions were not satisfied within the required timeframe, and the merger agreement had been terminated.
Current report
New Corporate Advisor
Current report
In April 2026, the Company engaged Andrew Glashow as a corporate advisor. Mr. Glashow is a capital markets strategist and dealmaker with deep experience advising public and emerging growth companies on financings, M&A, and market positioning. He has been directly involved in structuring transactions from $1 million to $50 million, including reverse mergers, structured debt financings, and equity raises. Mr. Glashow works closely with management teams and boards to unlock shareholder value, improve capital access, and position companies for uplisting and strategic exits. He currently serves as a board member of Signature Apps and LEEF Brands Inc., and as an advisor to iDoc Telehealth. Upon his engagement, the Company issued 1,000,000 common shares of Okmin at a deemed value of $50,000 to Mr. Glashow.
Current report
We generated revenue from oil and gas sales of $3,917 for the three months ended March 31, 2026, as compared to $6,159 in revenues from oil and gas sales generated in the three months ended March 31, 2025. The decrease in oil and gas revenues is a result of the sale earlier in the year of the Company’s Blackrock Joint Venture project, an oil project in Oklahoma. Revenue from natural gas from the Company’s joint venture interest in Pushmataha increased to $3,917 compared to revenue of $1,532 for the entire fiscal year ended June 30, 2025. The operator of the project has resolved some pipeline issues which have improved the property’s production and revenue. In general, lower natural gas prices reduce the sales price we receive for production sold and have also led to the curtailment of operations on certain of our properties until prices improve which causes a decrease of our production volumes.
Current report
General and administrative expenses decreased to $109,863 for the three months ended March 31, 2026 compared to $59,037 for the three months ended March 31, 2025. This increase is largely attributable to a one-time non-cash expense of $50,000 in connection with stock the Company issued in lieu of cash payment, as the Company recruited a new corporate advisor to its team. During the three months ended March 31, 2026, we recorded the following expenses as compared to the corresponding period in 2025: audit and accounting fees were lower $4,165 vs $6,544; filing & compliance higher at $9,000 vs $8,700. Other expenses were related to compensation, other filing and transfer agent fees, rent and other general and administrative expenses necessary for our operations.
Current report
For the Nine months ended March 31, 2026, as compared to the Nine months ended March 31, 2025
Current report
We generated revenue from oil and gas sales of $8,819 for the nine months ended March 31, 2026, as compared to $17,461 in revenues from oil and gas sales generated in the nine months ended March 31, 2025. The decrease in oil and gas revenues is largely a result of the sale earlier in the year of the Company’s Blackrock Joint Venture project, an oil project in Oklahoma. Natural gas sales in the nine months ended March 31, 2026 from the Company’s joint venture interest in Pushmataha increased to $7,551 compared to $1,532 for the entire year ended June 30, 2025, as the operator of the project corrected some pipeline issues which increased the volume of gas through the system, and the Company’s financial interest increased. In general, lower natural gas prices reduce the sales price we receive for production sold and have also led to the curtailment of operations until prices improve which causes a decrease of our production volumes.
Current report
General and administrative expenses decreased to $258,390 for the nine months ended March 31, 2026 as compared to $311,294 for the nine months ended March 31, 2025. The expenses during the nine month period ended March 31, 2026, included an aggregate of $64,935 in consulting and advisor fees versus $119,000 during the same period in 2025, the lower amount contributed to the decrease in expenses; both amounts are predominantly non-recurring and non-cash expenses in connection with stock issued to in lieu of cash payments for services. Additionally, during the nine months ended March 31, 2026, we recorded the following expenses as compared to the corresponding period in 2025: audit fees were higher $33,301 compared to $27,783; Accounting and bookkeeping fees were lower at $8,042 versus $14,089, and depreciation was lower at $1,979 versus. $4,077. Other expenses related to compensation, filing and transfer agent fees, rent and other general and administrative expenses necessary for our operations.
Current report
The net loss for the nine months ended March 31, 2026 was $309,037 compared to a net loss of $353,785 for the nine months ended March 31, 2025. The Expenses during the nine month period ended March 31, 2026, included $25,799 in lower lease operating expenses, including taxes and royalties, compared to $30,538 during the nine month period ended March 31, 2025; Impairment losses on oil and gas properties were higher in the nine month period ended March 31, 2026 at $24,765 versus $15,761 in 2025; Consulting and advisor fees were $64,935 compared to $119,000 during the same period in 2025; Filing and compliance fees of $17,700 were higher compared to $8,700 in 2025. The Company also recorded $121,500 in accrued and unpaid compensation, plus other general and administrative expenses necessary for our operations. Interest expense was higher at $14,657 versus $11,035. Other income includes $5,796 in bad debt recovery resulting from an offset of expenses at Pushmataha not being charged to us by Blackrock in lieu of a $25,000 receivable that the Company had previously recorded as an allowance for doubtful accounts, and a $10,066 litigation settlement payment received pursuant to a class-action lawsuit against the Company’s prior auditor.
Current report
In the nine month periods ended March 31 2026 and 2025, there were no investing activities and net cash was $Nil for both nine month periods.
Current report
Net cash (used) in operating activities
Current report
Net cash used in operating activities in the nine months ended March 31, 2026 totaled $101,155 compared to $13,595 in the nine months ended March 31, 2025.
Current report
Net cash from financing activities
Current report
Net cash provided by financing activities in the nine months ended March 31, 2026 totaled $114,000 compared to cash used of ($18,000) in the nine months ended March 31, 2025. Financing activity in the nine months ended March 31, 2026 included $84,000 raised in private placements of our common stock and a $30,000 at call bridge loan extended to the Company by our President and Chief Executive Officer.
Current report
In November 2023, the Financial Accounting Standards Board (“FASB”) issued ASU 2023-07,Improvements to Reportable Segment Disclosures. The ASU enhances disclosure of significant segment expenses by requiring disclosure of significant segment expenses regularly provided to the chief operating decision maker (“CODM”), extends certain annual disclosures to interim periods, and permits more than one measure of segment profit or loss to be reported under certain conditions. The amendments are effective for the Company in years beginning after December 15, 2023, and interim periods within years beginning after December 15, 2024. The Company adopted ASC 2023-07, effective July 1, 2024. The adoption of this ASU affects only the Company’s disclosures, with no impacts to its financial condition or results of operations.
Current report
In November 2024, the FASB issued Accounting Standards Update (“ASU”) 2024-03,Disaggregation of Income Statement Expenses, requiring all public business entities to provide additional disclosure of the nature of expenses include in the income statement. This ASU is effective for fiscal years beginning after December 15, 2026, and for interim reporting periods beginning after December 15, 2027, on a prospective basis, with early adoption permitted. We are currently evaluating the impact on our financial statement disclosures.
Removed paragraphs (12)
Previous 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.
Previous 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.
Previous 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.
Previous report
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 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.
Previous report
For the Six months ended December 31, 2025, as compared to the Six months ended December 31, 2024
Previous 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.
Previous 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.
Previous 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.
Previous report
In the six months ended December 31, 2025 and 2024, net cash from investing activities was none.
Previous report
Net cash from financing
Previous 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.
Reworded paragraphs (10)
Previous 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.
Current wording
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.
Previous 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.
Current 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.
Previous wording
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 wording
Terminated Merger Agreement with Bevpoint Capital LP
Previous 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.
Current wording
The net loss for the three months ended March 31, 2026 was $106,444 compared to a net loss of $67,241 for the three months ended March 31, 2025. The expenses during the three month period ended March 31, 2026, included $10,777 in lease operating expenses (including taxes and royalties); $40,500 in deferred and unpaid compensation; $4,963 in interest expense, a one-time non-cash expense of $50,000 in connection with stock the Company issued to its new corporate advisor; and other general and administrative expenses necessary for our operations. Expenses during the comparative three month period ended March 31, 2025, included $9,758 in lease operating expenses (including taxes and royalties), $40,500 in deferred compensation, $3,528 in interest expense and other general and administrative expenses necessary for our operations. Other income includes $5,796 in bad debt recovery resulting from an offset of expenses at Pushmataha not being charged to us by Blackrock in lieu of a $25,000 receivable that the Company had previously recorded as an allowance for doubtful accounts, and a $10,066 litigation settlement payment received pursuant to a class-action lawsuit against the Company’s prior auditor.
Previous 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.
Current wording
As of March 31, 2026, we had total assets of $105,410, comprised primarily of cash and cash equivalents of $24,333 and oil and gas properties of $70,053. As at March 31, 2026, we had total liabilities of $691,027, primarily comprised of deferred compensation expense of $560,250 as the CEO is deferring salary in an effort to conserve cash and $30,000 in non-interest bearing bridge loans which he extended to the Company for working capital. Additionally, there is accounts payable of $37,118 and other liabilities of $63,659.
Previous 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.
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 $309,037 for the nine months ended March 31, 2026 and an accumulated deficit of $2,614,722 as of March 31, 2026. The Company had a working capital deficit of $655,670 as at March 31, 2026 and for the remainder of the 2026 fiscal year, the Company anticipates cash needs of approximately $50,000. The Company anticipates receiving limited revenue from oil and gas sales and intends to obtain the remaining capital through private sales of securities or debt funding.
Previous 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.
Current wording
To date, we have funded our operations primarily through the issuance of equity securities for cash and short term loans. 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
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 wording
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 affect our ability to complete ongoing activities.
Previous 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.
Current wording
As reflected in the accompanying condensed financial statements, the Company had a net loss of $309,037 for the nine months ended March 31, 2026 and an accumulated deficit of $2,614,722 as of March 31, 2026. 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 condensed consolidated 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 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
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.
Current report — wording carried from elsewhere
The Company had a working capital deficit of $655,670 as at March 31, 2026 and management believes that the Company will require additional working capital for the remainder of the 2026 fiscal year. For the remainder of the 2026 fiscal year, the Company anticipates cash needs of approximately $50,000. The Company anticipates receiving limited revenue from oil and gas sales and intends to obtain the remaining capital through debt and/or equity funding.
Rearranged previous paragraphs (1)
Previous report — wording carried 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.