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Tamboran Resources Corp

For the period ended Sep 30, 2025. Filed Nov 13, 2025.

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About 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.

Sep 30, 2025 · Filed Nov 13, 2025

TBN$28.90+3.0%Stored close · as of Nov 6, 2026

What changed in Management’s Discussion and Analysis?

Read the current filing

Previous report: 10-Q

Period ended 2025-03-31; filed 2025-05-14.

0001628280-25-025261

Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations

Current report: 10-Q

Period ended 2025-09-30; filed 2025-11-13.

0001628280-25-052026

Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations

The 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 214 previous paragraphs and 168 current paragraphs.

66 unchanged; 70 reworded; 31 added; 57 removed; 21 previous and 1 current paragraphs rearranged.

Tables are not compared: 4 previous and 4 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 (31)

Current report

Certain amounts in the Company's consolidated financial statements may not add up or recalculate due to

Current report

months ended September 30, 2024, primarily as a result of the forfeiture of stock-based compensation awards during the

Current report

period for individuals who left the business and increased capitalized internal labor costs.

Current report

compared to thethree months ended September 30, 2024, increasing by just$0.1 million during thethree months ended

Current report

million as compared to thethree months ended September 30, 2024 as the current period was heavily focused on the

Current report

drilling of SS-4H, SS-5H, and SS-6H, resulting in a larger portion of costs capitalized and less costs incurred related to

Current report

Camp expense recoveries, net. For thethree months ended September 30, 2025, expenses for the newly established

Current report

field camp of$1.6 million were recognized primarily related to mobilization expenses of the modular buildings and related

Current report

equipment to the site. These costs are offset by recoveries from external parties who utilize the camp.

Current report

September 30, 2025, as compared to thethree months ended September 30, 2024, primarily due to lower cash balances and

Current report

lower interest rates for the period ended September 30, 2025 and an increase in interest expense related to the Facility

Current report

Agreement with Macquarie Bank Limited entered into in December 2024.

Current report

gain of$12.1 million, primarily due to the significant strengthening of the Australian Dollar as of September 30, 2024, as

Current report

2025, together with our existing cash on hand, to be sufficient to fund remaining drilling costs of SS-4H, SS-5H and SS-6H

Current report

$0.1 million from June 30, 2025. Cash calls received throughout the period and proceeds from our subscription agreements

Current report

to institutional investors received in July 2025 were primarily offset by spending from operations on the SS-4H, SS-5H and

Current report

SS-6H pilot wells, construction of the SPCF facility and other corporate expenditure in the fiscal period.

Current report

performance bond facility fees, accretion of asset retirement obligations, interest expense, and foreign exchange

Current report

wells, expenditure of$7.6 million of spend related to SPCF and$0.9 million related to interest on financing lease

Current report

proceeds from the issuance of common stock of$11.0 million that occurred in the current period compared to$7.4 million

Current report

in gross proceeds from the greenshoe option exercised in July 2024, $29.0 million attributable to contributions from

Current report

noncontrolling interest holders to fund their share of cash calls,$1.9 million of advance contributions received from

Current report

noncontrolling interest holders, partially offset by common stock issuance transaction costs of$0.6 million, repayments of

Current report

finance lease liabilities of$3.1 million and$0.3 million related to the payment of performance bond facility establishment
Removed paragraphs (57)

Previous report

based compensation, increased by$0.5 million during thethree months ended March 31, 2025, as compared to thethree

Previous report

months ended March 31, 2024, due primarily to restricted stock units granted in August 2024 and increased headcount as

Previous report

compared to the comparative period, while the prior period reflected performance-based bonuses issued during the period.

Previous report

during thethree months ended March 31, 2025, as compared to thethree months ended March 31, 2024, as a majority of

Previous report

the legal fees incurred during the comparative period were deferred to stock issuance costs within the condensed

Previous report

consolidated balance sheet, reducing the portion of costs expensed. Other legal, consultancy and professional fees remained

Previous report

fairly consistent during thethree months ended March 31, 2025.

Previous report

expense was recognized related to topographical, geographical and geophysical studies.

Previous report

related to headcount, travel, insurance, and office and administrative fees.

Previous report

2025, as compared to thethree months ended March 31, 2024, primarily due to interest received from term deposits using

Previous report

IPO proceeds during the period ended March 31, 2024 which did not exist during the comparative period.

Previous report

loss of$12.2 million, primarily due to the weakening of the Australian Dollar as of March 31, 2024, as compared to

Previous report

Result of Operations for the Nine Months Ended March 31, 2025 and 2024

Previous report

based compensation, increased by$2.6 million during thenine months ended March 31, 2025, as compared to thenine

Previous report

months ended March 31, 2024, due primarily to the restricted stock units granted in August 2024 and increased headcount

Previous report

during thenine months ended March 31, 2025, as compared to thenine months ended March 31, 2024, primarily due to

Previous report

professional fees related to implementation of the scheme of arrangement and IPO readiness incurred in the comparative

Previous report

period in 2024 which did not recur in thenine months ended March 31, 2025.

Previous report

Loss on remeasurement of assets classified as held for sale. The Group recognized a loss on assets classified as

Previous report

held for sale amounting to$0.4 million during thenine months ended March 31, 2025, due to the write down of rig 403 to

Previous report

the fair value less costs to sell. In contrast, a loss on assets classified as held for sale amounting to$0.03 million was

Previous report

recognized during thenine months ended March 31, 2024, due to the sale of a smaller rig, rig 301.

Previous report

as SPCF for the new well and related well pads drilled during the period. As the Group drilled two additional wells and

Previous report

established the SPCF site during thenine months ended March 31, 2025, the expense for the current period has increased

Previous report

Exploration expense. Exploration expense increased by$0.7 million during thenine months ended March 31,

Previous report

2025, as compared tonine months ended March 31, 2024, primarily due to increased activity for topographical,

Previous report

geographical and geophysical studies and other indirect expenditure relating to the non-operated joint venture in the current

Previous report

Checkerboard fee. During thenine months ended March 31, 2025, the Group incurred an expense of$6.0 million

Previous report

related to thesatisfaction of certain payment obligations to DWE under the TB1 Joint Venture Agreement. This obligation

Previous report

was satisfied through the issuance of common stock, subsequent to shareholder approval received in November 2024.

Previous report

related to insurance, headcount, travel, and other office and administrative fees.

Previous report

Interest income, net. Interest income, netincreased by$1.1 million during thenine months ended March 31, 2025,

Previous report

as compared to thenine months ended March 31, 2024, primarily due to interest received from term deposits using IPO

Previous report

proceeds during the period ended March 31, 2025, which did not exist during the comparative period.

Previous report

Foreign currency translation. For thenine months ended March 31, 2025, we recognized a foreign currency

Previous report

translation loss of$15.5 million, primarily due to the weakening of the Australian Dollar as of March 31, 2025, as

Showing the first 40 of 57 passages. Open the source sections for the rest.

Reworded paragraphs (70)

Previous wording

Revenue and other operating income. We have not yet commenced natural gas production; therefore, we did not

Current wording

Revenue and other operating income. We have not yet commenced natural gas production; therefore, we did not earn

Previous wording

earn any revenue and other operating income during thethree months ended March 31, 2025 and 2024, respectively.

Current wording

any revenue and other operating income during thethree months ended September 30, 2025 and 2024, respectively.

Previous wording

Compensation and benefits, including stock-based compensation. Compensation and benefits, including stock-

Current wording

Compensation and benefits, including stock-based compensation. Compensation and benefits, including stock-based

Previous wording

Consultancy, legal and professional fees. Consultancy, legal and professional fees increased by$0.3 million

Current wording

Consultancy, legal and professional fees. Consultancy, legal and professional fees remained fairly consistent as

Previous wording

Exploration expense. For thethree months ended March 31, 2025, an expense for exploration of $1.2 million

Current wording

Exploration expense. For thethree months ended September 30, 2025, the exploration expense decreased by $0.3

Previous wording

$2.0 million related tocertain studies and pre-front-end engineering and design services related to the proposed NT LNG

Current wording

$0.2 million related tocertain studies and pre-front-end engineering and design services related to the proposed NT LNG

Previous wording

General and administrative. General and administrative costs increased by$0.8 million during thethree months

Current wording

General and administrative. General and administrative costs increased by$0.2 million during thethree months

Previous wording

ended March 31, 2025, as compared to thethree months ended March 31, 2024, primarily as a result of increased expenses

Current wording

ended September 30, 2025, as compared to thethree months ended September 30, 2024, primarily as a result of increased

Previous wording

Interest income, net. Interest income, netdecreased by$0.2 million during thethree months ended March 31,

Current wording

Interest income (expense), net. Interest income, netdecreased by$1.1 million during thethree months ended

Previous wording

translation gain of$1.5 million, primarily due to the strengthening of the Australian Dollar as of March 31, 2025, as

Current wording

translation gain of$1.7 million, primarily due to the slight strengthening of the Australian Dollar as of September 30, 2025,

Previous wording

compared to December 31, 2024. In thethree months ended March 31, 2024, we recognized a foreign currency translation

Current wording

as compared to June 30, 2025. In thethree months ended September 30, 2024, we recognized a foreign currency translation

Previous wording

December 31, 2023. Foreign exchange gains and losses resulting from the settlement of foreign currency transactions and

Current wording

compared to June 30, 2024. Foreign exchange gains and losses resulting from the settlement of foreign currency

Previous wording

from the translation at fiscal year-end exchange rates of monetary assets and liabilities denominated in foreign currencies

Current wording

transactions and from the translation at fiscal year-end exchange rates of monetary assets and liabilities denominated in

Previous wording

are recognized on our condensed consolidated statement of operations and comprehensive loss.

Current wording

foreign currencies are recognized on our condensed consolidated statement of operations and comprehensive loss.

Previous wording

March 31, 2025, and 2024. We have provided a full valuation allowance on our net deferred tax asset because management

Current wording

September 30, 2025, and 2024. We have provided a full valuation allowance on our net deferred tax asset because

Previous wording

has determined that it is more likely than not that we will not earn income sufficient to realize the deferred tax assets during

Current wording

management has determined that it is more likely than not that we will not earn income sufficient to realize the deferred tax

Previous wording

a foreseeable future period. Management will continue to assess the potential for realizing deferred tax assets based upon

Current wording

assets during a foreseeable future period. Management will continue to assess the potential for realizing deferred tax assets

Previous wording

income forecast data and the feasibility of future tax planning strategies and may record adjustments to the valuation

Current wording

based upon income forecast data and the feasibility of future tax planning strategies and may record adjustments to the

Previous wording

allowance against deferred tax assets in future periods, as appropriate, that could have a material impact on the condensed

Current wording

valuation allowance against deferred tax assets in future periods, as appropriate, that could have a material impact on the

Previous wording

We are a development stage enterprise and will continue to be so until commencement of substantial production

Current wording

We are a development stage enterprise and will continue to be so until commencement of substantial production from

Previous wording

from our natural gas properties. We do not expect to generate any revenue from production until late 2026, at the earliest,

Current wording

our natural gas properties. We do not expect to generate any revenue from production until late 2026, at the earliest, which

Previous wording

which will depend upon successful drilling results, additional and timely capital funding, negotiation of certain commercial

Current wording

will depend upon successful drilling results, additional and timely capital funding, negotiation of certain commercial

Previous wording

hand, residual net proceeds from our IPO, and funds from future private and public equity placements, debt funding and

Current wording

hand and funds from future private and public equity placements, debt funding and asset sales.

Previous wording

Our future financial condition and liquidity will be impacted by, among other factors, the success of our

Current wording

Our future financial condition and liquidity will be impacted by, among other factors, the success of our exploration

Previous wording

exploration and appraisal drilling program, the number of commercially viable natural gas discoveries made, the quantities

Current wording

and appraisal drilling program, the number of commercially viable natural gas discoveries made, the quantities of natural

Previous wording

of natural gas discovered, the speed with which we can bring such discoveries to production, and the actual cost of

Current wording

gas discovered, the speed with which we can bring such discoveries to production, and the actual cost of exploration,

Previous wording

$13.0 million to progress our development plans. We expect our existing cash on hand to be sufficient to fund our planned

Current wording

$43.4 million to progress our development plans. We expect the proceeds from the public offering received in October

Previous wording

flow testing of SS-2H ST1 and to progress SS-3H. However, we may require significant additional funds earlier than we

Current wording

and to carry out stimulation activities and flow testing of SS-5H. However, we may require significant additional funds

Previous wording

currently expect in order to execute our strategy as planned. Additional funding may not be available to us on acceptable

Current wording

earlier than we currently expect in order to execute our strategy as planned. Additional funding may not be available to us

Previous wording

terms or at all. In addition, the terms of any financing may adversely affect the holdings or the rights of our stockholders.

Current wording

on acceptable terms or at all. In addition, the terms of any financing may adversely affect the holdings or the rights of our

Previous wording

For example, if we raise additional funds by issuing additional equity securities, further dilution to our existing

Current wording

stockholders. For example, if we raise additional funds by issuing additional equity securities, further dilution to our

Previous wording

stockholders will result. If we are unable to obtain funding on a timely basis, we may be required to significantly curtail

Current wording

existing stockholders will result. If we are unable to obtain funding on a timely basis, we may be required to significantly

Previous wording

one or more of our planned activities. We also could be required to seek funds through arrangements with collaborators or

Current wording

curtail one or more of our planned activities. We also could be required to seek funds through arrangements with

Previous wording

others that may require us to relinquish rights to some of our assets which we would otherwise develop on our own, or with

Current wording

collaborators or others that may require us to relinquish rights to some of our assets which we would otherwise develop on

Previous wording

As of March 31, 2025, we had$25.6 million of cash and cash equivalents. This balance represents adecrease of

Current wording

As of September 30, 2025, we had$39.6 million of cash and cash equivalents. This balance represents anincrease of

Previous wording

As of March 31, 2025, the Company’s wholly owned subsidiary, Sweetpea committed to spend$22.0 million

Current wording

As of September 30, 2025, the Company’s wholly owned subsidiary, Sweetpea committed to spend$23.1 million

Previous wording

related to two licenses, EP 136 with total commitments of$13.3 million and EP 143 with total commitments of$8.7

Current wording

related to two licenses, EP 136 with total commitments of$13.9 million and EP 143 with total commitments of$9.2

Previous wording

for the period July 24, 2025 to July 23, 2030 with a minimum work program commitment of $13.3 million.

Current wording

for the period July 24, 2025 to July 23, 2030 with a minimum work program commitment of $13.9 million.

Previous wording

A variation application for EP 143 was submitted to DME in August 2024, and approved in October 2024. The

Current wording

A variation application for EP 143 was submitted to DME in August 2024 and approved in October 2024. The total

Showing the first 40 of 70 pairs. Open the source sections for the rest.

Rearranged current paragraphs (1)

Current report — wording carried from elsewhere

compensation, decreased by$0.2 million during thethree months ended September 30, 2025, as compared to thethree
Rearranged previous paragraphs (21)

Previous report — wording carried elsewhere

consolidated statement of operations and comprehensive loss.

Previous report — wording carried elsewhere

Revenue and other operating income. We have not yet commenced natural gas production; therefore, we did not

Previous report — wording carried elsewhere

earn any revenue and other operating income during thenine months ended March 31, 2025 and 2024, respectively.

Previous report — wording carried elsewhere

Compensation and benefits, including stock-based compensation. Compensation and benefits, including stock-

Previous report — wording carried elsewhere

Consultancy, legal and professional fees. Consultancy, legal and professional fees decreased by$0.8 million

Previous report — wording carried elsewhere

Accretion of asset retirement obligations expense. For thenine months ended March 31, 2025, an expense for

Previous report — wording carried elsewhere

accretion of asset retirement obligations of$0.8 million was recognized. The recognition of such an expense was due to the

Previous report — wording carried elsewhere

accretion of asset retirement obligation liabilities in relation to all EPs, inclusive of EPs 76, 98, 117, 136 and 161, as well

Previous report — wording carried elsewhere

LNG feasibility study expense. During thenine months ended March 31, 2025, the Group incurred expenses of

Previous report — wording carried elsewhere

$5.2 million related tocertain studies and pre-front-end engineering and design services related to the proposed NT LNG

Previous report — wording carried elsewhere

General and administrative. General and administrative costs increased by$2.0 million during thenine months

Previous report — wording carried elsewhere

ended March 31, 2025, as compared to thenine months ended March 31, 2024, primarily as a result of increased expenses

Previous report — wording carried elsewhere

Foreign exchange gains and losses resulting from the settlement of foreign currency transactions and from the translation at

Previous report — wording carried elsewhere

fiscal year-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognized on our

Previous report — wording carried elsewhere

Income tax expense. We have no income tax expense due to operating losses incurred for thenine months ended

Previous report — wording carried elsewhere

March 31, 2025, and 2024. We have provided a full valuation allowance on our net deferred tax asset because management

Previous report — wording carried elsewhere

has determined that it is more likely than not that we will not earn income sufficient to realize the deferred tax assets during

Previous report — wording carried elsewhere

a foreseeable future period. Management will continue to assess the potential for realizing deferred tax assets based upon

Previous report — wording carried elsewhere

income forecast data and the feasibility of future tax planning strategies and may record adjustments to the valuation

Previous report — wording carried elsewhere

allowance against deferred tax assets in future periods, as appropriate, that could have a material impact on the condensed

Previous report — wording carried elsewhere

consolidated statement of operations and comprehensive loss.