DMLP on Nasdaq

DORCHESTER MINERALS, L.P.

DORCHESTER MINERALS, L.P. is an American crude petroleum and natural gas company based in Dallas.2 Its shares trade on Nasdaq under the symbol DMLP.2

Price unavailable

Last updated Oct 21, 2026.

Overview

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  • TickerDMLP on Nasdaq2
  • IndustryCrude Petroleum & Natural Gas2
  • HeadquartersDallas, United States2
  • Incorporated inDE3
  • Business address3838 Oak Lawn Avenue, Suite 300, Dallas, Tx 75219-45413
  • Filer categoryLarge accelerated filer3
  • Legal formLimited Partnership2
  • Kind of organizationLimited partnership2
  • LEI529900J537JTEZOMXG052
  • StatusActive2
  • LEI statusLapsed (not renewed)2
  • Registered addressc/o THE CORPORATION TRUST COMPANY, CORPORATION TRUST CENTER 1209 ORANGE ST, 19801 Wilmington, United States2
  • Registered withDivision of Corporations, Department of State, 34682532

Dorchester Minerals, L.P. is a publicly traded Delaware limited partnership that commenced operations on January 31, 2003, upon the combination of Dorchester Hugoton, Ltd., Republic Royalty Company, L.P. and Spinnaker Royalty Company, L.P. Dorchester Hugoton was a publicly traded Texas limited partnership, and Republic and Spinnaker were private Texas limited partnerships. We have established a website at www.dmlp.net that contains the last annual meeting presentation. You may obtain all current filings free of charge through our website. We will provide electronic or paper copies of our annual report on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K and amendments to those reports filed or furnished to the Securities and Exchange Commission (“SEC”) free of charge upon written request at our executive offices. In this report, the term "Partnership," as well as the…4 From its latest annual report

Financials

From the company’s reports to the SEC. Every number links to the filing it came from.

Key numbers, fiscal 2025

37.5%Net margin5
-5.4%Revenue growth, 20255

What sells

Revenue by product, business segment and region, as the company reports it to the SEC.

Products and services

Royalties, Oil brought in 75% of the revenue DORCHESTER MINERALS, L.P. broke down this way in fiscal 2025.

  1. Royalties, Oil$114.1M575%down 12% from 2024
  2. Net Profit Interests$13.9M59%down 36% from 2024
  3. Royalties, Natural Gas$13.7M59%up 76% from 2024
  4. Lease Bonus$9.4M56%up 2894% from 2024
  5. Other Revenue$1.7M51%down 11% from 2024
Products and services by year
Products and services202320242025
Royalties, Oil$102.3M$129.7M$114.1M
Net Profit Interests$34.3M$21.9M$13.9M
Royalties, Natural Gas$12.2M$7.8M$13.7M
Lease Bonus$12.7M$314.0K$9.4M
Other Revenue$2.3M$1.9M$1.7M

Where the money goes

Where each dollar of revenue went, fiscal 2025

  • Other costs62¢$95.5M
  • Profit38¢$57.4M

Out of $152.8M in revenue.5

Where each dollar of operating cash went, fiscal 2025

  • Kept or used elsewhere100¢$132.5M

Out of $132.5M of cash from operations.5

Financial statements

Revenue67895$152.8M in 2025+94% since 2019
0$50.0M$100.0M$150.0M$200.0M2019: $78.8M$78.8M20192020: $46.9M$46.9M2020−40%2021: $93.4M$93.4M2021+99%2022: $170.8M$170.8M2022+83%2023: $163.8M$163.8M2023−4%2024: $161.5M$161.5M2024−1%2025: $152.8M$152.8M2025−5%
Net income67895$57.4M in 2025+9% since 2019
0$50.0M$100.0M$150.0M2019: $52.8M$52.8M20192020: $21.9M$21.9M2020−59%2021: $70.2M$70.2M2021+221%2022: $130.6M$130.6M2022+86%2023: $114.1M$114.1M2023−13%2024: $92.4M$92.4M2024−19%2025: $57.4M$57.4M2025−38%

Every line of the income statement as filed: the last 3 fiscal years, latest first.5

Period ending2025-12-312024-12-312023-12-31
Operating revenues$152.8M$161.5M$163.8M
Production taxes$5.8M$6.9M$5.8M
Operating expenses$10.0M$7.7M$6.4M
Depreciation, depletion and amortization$66.3M$42.6M$26.3M
Total costs and expenses$95.5M$69.1M$49.7M
Net income$57.4M$92.4M$114.1M
General Partner$2.1M$3.2M$3.7M
Unitholders$55.3M$89.2M$110.4M
Net income per common unit (basic and diluted) (in dollars per share)$1.16$2.13$2.85
Weighted average basic and diluted common units outstanding (in shares)47.7M shares41.8M shares38.8M shares

Compare DORCHESTER MINERALS, L.P. with another company

Corporate structure

DORCHESTER MINERALS, L.P. sits at the top of its group. 1 entity, 1 country on record. Switch between the flow chart and the network, and select any entity to see its details.

Major holders of DORCHESTER MINERALS, L.P.

  • DORCHESTER MINERALS, L.P. Dallas, Texas, United States

Built from parent and subsidiary links from GLEIF, the Global Legal Entity Identifier Foundation (CC0); major holders from Schedules 13D and 13G. Each entity in the chart links to its source.

What it owns

What DORCHESTER MINERALS, L.P. reports owning in its annual reports to the SEC: buildings, land and equipment, real estate and locations, investments, intangible assets and inventory, at the end of its latest fiscal year and a year before.

Property and equipment

ItemLatestA year beforeChange
Operating-lease assets (leased space)$423.0K5 Dec 31, 2025$586.0K5 Dec 31, 2024−27.8%
Oil and gas properties$249.9M5 Dec 31, 2025$298.0M5 Dec 31, 2024−16.1%

Investments

ItemLatestA year beforeChange
Cash and cash equivalents$41.9M5 Dec 31, 2025$42.5M5 Dec 31, 2024−1.3%

Properties, in its own words

Facilities

Our corporate office is located in Dallas, Texas and consists of 11,847 square feet of leased office space.

The rest of Item 2

Properties

We own two categories of properties: Royalty Properties and net profits overriding royalty interests (referred to as the “Net Profits Interest”, or “NPI”).

Royalty Properties

We own Royalty Properties representing producing and nonproducing mineral, royalty, overriding royalty, net profit and leasehold interests in properties located in 594 counties and parishes in 28 states. Acreage amounts listed herein represent our best estimates based on information provided to us as a royalty owner. Due to the significant number of individual deeds, leases and similar instruments involved in the acquisition and development of the Royalty Properties by us or our predecessors, acreage amounts are subject to change as new information becomes available. In addition, as a royalty owner, our access to information concerning activity and operations on the Royalty Properties is limited. Most of our producing properties are subject to old leases and other contracts pursuant to which we are not entitled to well information. Some of our newer leases provide for access to technical data and other information. We may have limited access to public data in some areas through third party subscription services. Consequently, the exact number of wells producing from or drilling on the Royalty Properties at a given point in time is not easily determinable. The primary manner by which we will become aware of activity on the Royalty Properties is receipt of division orders or other correspondence from operators or purchasers.

Acreage Summary

The following table sets forth, as of December 31, 2025, a summary of our gross and net acres, where applicable, of mineral, royalty, overriding royalty and leasehold interests, and a compilation of the number of counties and parishes and states in which these interests are located. The majority of our net mineral acres are unleased.

Overriding

Mineral · Royalty · Royalty · Leasehold

Number of States · 28 · 17 · 17 · 8

Number of Counties/Parishes · 525 · 196 · 151 · 33

Gross Acres · 2,953,000 · 679,000 · 370,000 · 24,000

Net Acres (where applicable) · 473,000 · - · - · -

Our net interest in production from royalty, overriding royalty and leasehold interests is based on lease royalty and other third party contractual terms, which vary from property to property. Consequently, net acreage ownership in these categories is not determinable. Our net interest in production from properties in which we own a royalty or overriding royalty interest may be affected by royalty terms negotiated by the previous mineral interest owners in such tracts and their lessees. Our interest in the majority of these properties is perpetual in nature. However, a minor portion of the properties are subject to terms and conditions pursuant to which a portion of our interest may terminate upon cessation of production.

The following table sets forth, as of December 31, 2025, the combined summary of total gross and net acres, where applicable, of mineral, royalty, overriding royalty and leasehold interests in each of the states in which these interests are located. Overriding royalty interests are only included in gross acre totals.

State · Gross · Net · State · Gross · Net

Alabama · 105,000 · 8,000 · Montana · 366,000 · 81,000

Arkansas · 49,000 · 16,000 · Nebraska · 3,000 · < 500

Colorado · 75,000 · 7,000 · New Mexico · 58,000 · 3,000

Florida · 89,000 · 25,000 · New York · 23,000 · 19,000

Georgia · 4,000 · 1,000 · North Dakota · 523,000 · 82,000

Idaho · 17,000 · 2,000 · Ohio · < 500 · < 500

Illinois · 5,000 · 1,000 · Oklahoma · 273,000 · 19,000

Indiana · < 500 · < 500 · Oregon · 6,000 · 1,000

Kansas · 14,000 · 2,000 · Pennsylvania · 10,000 · 6,000

Kentucky · 2,000 · 1,000 · South Dakota · 55,000 · 11,000

Louisiana · 136,000 · 3,000 · Texas · 2,041,000 · 171,000

Michigan · 54,000 · 3,000 · Utah · 6,000 · < 500

Mississippi · 81,000 · 9,000 · West Virginia · < 500 · < 500

Missouri · < 500 · < 500 · Wyoming · 32,000 · 2,000

Leasing Activity

We received $4.0 million during 2025 attributable to lease bonuses from new leases, extensions of existing leases, and pooling elections. These leases reflected bonus payments ranging up to $15,000/acre and initial royalty terms ranging up to 25%. The following table sets forth a summary of new leases, lease extensions, and pooling elections consummated during 2023, 2024 and 2025.

Number · 27 · 19 · 14

Number of States · 5 · 4 · 3

Number of Counties · 13 · 9 · 11

Average Royalty(1) · 23.4 · 24.3 · 25.0

Average Bonus, $/acre(1) · 4,779 · 532 · 18,385

Total Lease Bonus (in millions)(2) · 4.0 · 0.3 · 12.7

(1) · Based on net acreage weighted average.

(2) · Lease Bonus excludes proceeds of $5.4 million from assignment of leasehold in 2025.

Payments received for shut-in and delay rental payments, coal royalty, surface use agreements, litigation judgments and settlement proceeds are reflected in our accompanying consolidated financial statements in other operating revenues.

Net Profits Interests

The NPI represents a net profits overriding royalty interest burdening various properties owned by the Operating Partnership. We receive monthly payments from the NPI equaling 96.97% of the net profits realized by the Operating Partnership from these properties in the preceding month. In the event that costs, including budgeted capital expenditures, exceed revenues on a cash basis in a given month for properties subject to the NPI, no payment is made, and any deficit is accumulated and reflected in the following month's calculation of net profit. In the event that the NPI has a deficit of cumulative revenue versus cumulative costs, the deficit will be borne solely by the Operating Partnership.

Item 2 of the 10-K filed Feb 24, 2026.4

Leadership

Who has led DORCHESTER MINERALS, L.P., and when. Pick a name to see everywhere that person has worked.

Board members and other officers (16)

Former names

  • DORCHESTER MINERALS LPMay 15, 2002 to Jun 16, 20113

Timeline

  1. Aug 7, 20268-K Results of operations; Executive or director change; Regulation FD disclosure35
  2. Aug 3, 20268-K Regulation FD disclosure; Other events36
  3. Jul 23, 20268-K Results of operations; Regulation FD disclosure37
  4. Jul 6, 20268-K Regulation FD disclosure; Other events38
  5. May 15, 20268-K Shareholder vote39
  6. May 12, 20268-K Regulation FD disclosure40
  7. May 6, 20268-K Results of operations; Regulation FD disclosure41
  8. Apr 23, 20268-K Results of operations; Regulation FD disclosure42
  9. Mar 16, 20268-K Regulation FD disclosure; Other events43
  10. Mar 2, 20268-K Other events44
  11. Feb 24, 20268-K Results of operations; Regulation FD disclosure45
  12. Feb 17, 20268-K Executive or director change; Regulation FD disclosure46
  13. Nov 14, 2022New chief executive Bradley J. Ehrman becomes CEO14
  14. Jan 4, 2006New chief executive William Casey McManemin becomes CEO15

Calendar

Coming up

  1. Nov 5, 2026Reports results for the quarter ending Sep/202647

When it reported results

  1. Aug 7, 2026Reported quarterly or annual results35
  2. Jul 23, 2026Reported quarterly or annual results37
  3. May 6, 2026Reported quarterly or annual results41
  4. Apr 23, 2026Reported quarterly or annual results42
  5. Feb 24, 2026Reported quarterly or annual results45
  6. Jan 22, 2026Reported quarterly or annual results48
  7. Nov 6, 2025Reported quarterly or annual results49
  8. Oct 23, 2025Reported quarterly or annual results50

Upcoming dates from Nasdaq's calendar; past results from the company's 8-K filings (Item 2.02). The full markets calendar

Filings

199 filings to the SEC since October 2021: 6 annual reports, 15 quarterly reports, 78 major events, 82 insider forms, 6 large holders, 12 other. The latest 20:

  1. Aug 19, 20264 FORM4-MORIYAMA-081926 EDGAR
  2. Aug 7, 20268-K EDGAR
  3. Aug 6, 202610-Q EDGAR
  4. Aug 3, 20268-K EDGAR
  5. Jul 23, 20268-K EDGAR
  6. Jul 6, 20268-K EDGAR
  7. Jun 2, 20264 FORM4-DMO-060126 EDGAR
  8. May 22, 20264 FORM4-DMO-052026 EDGAR
  9. May 15, 20268-K EDGAR
  10. May 14, 2026SCHEDULE 13G/A EDGAR
  11. May 12, 20268-K EDGAR
  12. May 12, 20264 FORM4-EHRMAN-051226 EDGAR
  13. May 6, 202610-Q EDGAR
  14. May 6, 20268-K EDGAR
  15. Apr 23, 20268-K EDGAR
  16. Apr 2, 2026DEF 14A EDGAR
  17. Mar 16, 20268-K EDGAR
  18. Mar 2, 20268-K EDGAR
  19. Feb 24, 202610-K EDGAR
  20. Feb 24, 20268-K EDGAR

The 199 filings since October 2021 can be filtered by form type and year here when JavaScript is on.

Every filing from the last five years, summarized. The full record is on SEC EDGAR.

Insider trades

67 open-market trades by officers, directors and large owners since October 2021: 67 buys and 0 sales. Grants, option exercises and gifts are left out.

DateWhoTradeSharesPriceValueFiling
Aug 19, 2026MORIYAMA LESLIE AChief Financial OfficerBuy5,197$28.30$147.1KForm 4
Jun 1, 2026DORCHESTER MINERALS OPERATING LPBuy7,500$27.56$206.7KForm 4
May 20, 2026DORCHESTER MINERALS OPERATING LPBuy7,500$28.30$212.3KForm 4
May 12, 2026EHRMAN BRADLEY JChief Executive OfficerBuy4,000$26.78$107.1KForm 4
Feb 13, 2026DORCHESTER MINERALS OPERATING LPBuy5,000$25.29$126.5KForm 4
Feb 12, 2026DORCHESTER MINERALS OPERATING LPBuy5,000$25.08$125.4KForm 4
Feb 11, 2026DORCHESTER MINERALS OPERATING LPBuy10,000$25.29$252.9KForm 4
Dec 22, 2025DORCHESTER MINERALS OPERATING LPBuy10,000$22.30$223.0KForm 4
Dec 19, 2025DORCHESTER MINERALS OPERATING LPBuy5,000$22.23$111.2KForm 4
Dec 18, 2025DORCHESTER MINERALS OPERATING LPBuy15,729$22.28$350.4KForm 4
Dec 17, 2025DORCHESTER MINERALS OPERATING LPBuy4,271$22.19$94.8KForm 4
Dec 3, 2025Box Frank DamonDirectorBuy5,000$21.97$109.8KForm 4
Nov 28, 2025VAUGHN ROBERT CDirectorBuy195$21.36$4.2KForm 4
Nov 26, 2025EHRMAN BRADLEY JChief Executive OfficerBuy2,487$21.60$53.7KForm 4
Nov 25, 2025VAUGHN ROBERT CDirectorBuy4,615$21.41$98.8KForm 4
Nov 25, 2025MORIYAMA LESLIE AChief Financial OfficerBuy3,041$21.50$65.4KForm 4
Nov 25, 2025EHRMAN BRADLEY JChief Executive OfficerBuy1,000$21.26$21.3KForm 4
Sep 5, 2025Box Frank DamonDirectorBuy4,000$25.57$102.3KForm 4
Apr 30, 2025DORCHESTER MINERALS OPERATING LPBuy10,000$28.76$287.6KForm 4
Mar 3, 2025EHRMAN BRADLEY JChief Executive OfficerBuy3,356$29.80$100.0KForm 4

All 67 trades can be filtered by person here when JavaScript is on.

From Forms 4 filed with the SEC.

Major holders

Investors who own more than 5% of the shares must tell the SEC: a 13D if they may seek to influence the company, a 13G if they hold passively.

Executive pay

What the company paid its top executives, from the summary compensation table in its proxy statement. Total pay includes salary, bonus, stock and option awards and other pay, as the company valued them.

YearExecutiveAgeSalaryTotal pay
2025Bradley J. Ehrman$445.0K$1.6M53
2025Leslie A. Moriyama$410.0K$1.5M53
2025William Casey McManemin$96.0K$115.2K53
2024Chief Executive Officer$415.0K$1.8M53
2024Chief Financial Officer$380.0K$1.6M53
2024Former Chairman$96.0K$115.2K53
2023Chief Executive Officer$400.0K$1.6M53
2023Chief Financial Officer$350.0K$1.5M53
2023Former Chairman$96.0K$115.2K53

Held by these funds

The largest holders among investment managers' 13F reports for the quarter ending Jun 30, 2026, the top 25 of 100. Change is in shares since the quarter before.

FundSharesValueShare of the fundChange
Morgan Stanley1,039,501$26.2M0.0%−739,211
Adams Asset Advisors, LLC910,934$23.0M2.6%+22,670
Horizon Kinetics Asset Management LLC852,651$21.5M0.2%−7,575
Turtle Creek Wealth Advisors, LLC842,225$21.3M1.1%New
Hollow Brook Wealth Management LLC803,023$20.3M4.0%No change
MidFirst Bank500,743$12.6M0.9%+6,590
Meixler Investment Management, Ltd.369,041$9.3M5.1%−15,728
Pathstone Holdings, LLC359,480$9.1M0.0%+351,000
Royce & Associates LP338,629$8.6M0.1%No change
ArchPoint Investors314,184$7.9M1.7%−185,714
Freestone Capital Holdings, LLC306,149$7.7M0.2%+119,149
Natixis234,400$5.9M0.0%No change
Texas Yale Capital Corp.213,000$5.4M0.1%+5,500
Delta Investment Management, LLC176,418$4.5M0.7%−108,624
First Trust Advisors LP169,403$4.3M0.0%−3,628
&partners164,018$4.1M0.0%−23,159
Ing Groep Nv150,500$3.8M0.0%+19,000
Bank Of America Corp /de/148,948$3.8M0.0%+100
Kingsview Wealth Management, LLC142,010$3.6M0.0%−29,295
Jane Street Group, LLC137,184$3.5M0.0%+113,441
Royal Bank Of Canada134,571$3.4M0.0%+11,968
Citadel Advisors LLC128,243$3.2M0.0%+95,026
Stifel Financial Corp128,138$3.2M0.0%+2,421
Goldman Sachs Group Inc127,589$3.2M0.0%+72,451
GraniteShares Advisors LLC126,444$3.2M2.1%+16,550

13F reports cover disclosed long positions in U.S. stocks only.

Members of Congress who traded it

1 trades disclosed by members of Congress. “Vs S&P since” is the stock’s change since the trade minus the S&P 500’s.

DateMemberTradeAmountVs S&P sinceFiling
Mar 13, 2026August PflugerRepublican, HouseBuy$15,001 - $50,000−3.7%Report

Members report amounts as ranges, not exact figures. Returns are price-only (no dividends).

SEC filer profile

How DORCHESTER MINERALS, L.P. is registered with the Securities and Exchange Commission, from its EDGAR record and the cover page of its latest annual report.

  • Name on EDGARDORCHESTER MINERALS, L.P.1
  • CIK0001172358
  • Employer ID (EIN)81-05515184
  • Filer statusLarge accelerated filer not an emerging growth company; not a smaller reporting company; not a shell company4
  • Incorporated inDelaware4
  • Fiscal year endsDecember 311
  • Industry code (SIC)1311 Crude Petroleum & Natural Gas1
  • SEC reviewing officeOffice of Energy & Transportation, Division of Corporation Finance1
  • Business address3838 Oak Lawn Avenue, Suite 300, Dallas, TX 75219-45411
  • Phone21455903001
  • Shares outstanding49,091,408 as of Aug 6, 202612
  • Public float$1.2B as of Jun 30, 20254
  • AuditorGRANT THORNTON LLP, Dallas, Texas PCAOB ID 248; it also attests to the company’s internal control over financial reporting4
  • On EDGAR sinceMay 15, 20021
  • Filings947 in all: 4 (425), 8-K (276), 10-Q (72), 10-K (24), DEF 14A (22), 3 (17), SC 13G/A (14), UPLOAD (13)1
    All 31 form types

    CORRESP (11), 4/A (10), 425 (7), 5 (7), SC 13G (7), EFFECT (6), S-4 (6), 8-K/A (5), S-4/A (4), 424B3 (3), DEFA14A (3), 10-K/A (2), PRE 14A (2), SCHEDULE 13G/A (2), 5/A (1), 8-A12G (1), DEL AM (1), POS AM (1), REGDEX (1), S-3 (1), SC 13D (1), SC 13D/A (1), SCHEDULE 13D/A (1)

  • Latest filingsAnnual report (10-K) Feb 24, 2026
    Quarterly report (10-Q) Aug 6, 2026
    Proxy statement (DEF 14A) Apr 2, 2026
    Latest 8-K (8-K) Aug 7, 2026

Securities registered for trading

ClassSymbolExchange
Common Units Representing Limited Partnership InterestDMLPNASDAQ

From the cover page of the 10-K filed Feb 24, 2026 (Section 12(b) of the Exchange Act).4

Risk factors and legal proceedings

The risks DORCHESTER MINERALS, L.P. names in Item 1A of its 10-K filed Feb 24, 2026: 61 risks under these headings, as written.4

  • Risks Related to Our Business
  • Our cash distributions are highly dependent on oil and natural gas prices, which have historically been very volatile.
  • We do not control operations and development of the Royalty Properties or the properties underlying the NPI, which could impact the amount of our cash distributions.
  • Our lease bonus revenue depends in significant part on the actions of third parties, which are outside of our control.
  • The Operating Partnership may transfer or abandon properties that are subject to the NPI.
  • Cash distributions are affected by production and other costs, most of which are outside of our control.
  • Our oil and natural gas reserves and the underlying properties are depleting assets, and there are limitations on our ability to replace them.
  • Acreage must be drilled before lease expiration, generally within three years, in order to hold the acreage by production. Our operators’ failure to drill sufficient wells to hold acreage may result in the deferral of prospective drilling opportunities. In addition, our ORRIs may terminate if the underlying acreage is not drilled before the expiration of the applicable lease or if the lease otherwise terminates.
  • If our operators suspend our right to receive royalty payments due to title or other issues, our business, financial condition, results of operations and cash flows may be adversely affected.
  • Title to the properties in which we have an interest may be impaired by title defects.
  • We may experience delays in receiving royalty payments and be unable to replace operators that do not make required royalty payments, and we may not be able to terminate our leases with defaulting lessees if any of the operators on those leases declare bankruptcy.
  • We do not currently plan to enter into hedging arrangements with respect to the oil and natural gas production from our properties, and we will be exposed to the impact of decreases in the price of oil and natural gas.
The other 50 risks
  • Competition in the oil and natural gas industry is intense, which may adversely affect our and our operators’ ability to succeed.
  • Drilling activities on our properties may not be productive, which could have an adverse effect on future results of operations and financial condition.
  • Our ability to identify and capitalize on acquisitions is limited by contractual provisions and substantial competition.
  • Any future acquisitions will involve risks that could adversely affect our business, which our unitholders generally will not have the opportunity to evaluate.
  • A natural disaster or catastrophe could damage pipelines, gathering systems and other facilities that service our properties, which could substantially limit our operations and adversely affect our cash flow.
  • A significant portion of the properties subject to the NPI are geographically concentrated, which could cause net proceeds payable under the NPI to be impacted by regional events.
  • Under the terms of the NPI, much of the economic risk of the underlying properties is passed along to us.
  • Our cash flow is subject to operating hazards and unforeseen interruptions for which we may not be fully insured.
  • Governmental policies, laws and regulations could have an adverse impact on our business and cash distributions.
  • Cyber incidents or attacks targeting our systems and infrastructure used by the oil and natural gas industry and the use of artificial intelligence tools by us, the operators of our properties, vendors, suppliers, and other business partners may adversely impact our operations, and if we are unable to obtain and maintain adequate protection of our data, our business may be adversely impacted.
  • The Partnership may be adversely affected by price volatility in the oil and natural gas markets.
  • Continuing or worsening domestic inflationary issues and associated changes in federal monetary policy and increased tariffs by the United States on foreign jurisdictions may result in increases to the costs of the goods, services and labor used by our operators, which could cause their capital expenditures and operating costs to rise and may delay or restrict their exploration and development activities and in turn our business.
  • Regulatory and Environmental Risk Factors
  • Environmental costs and liabilities and changing environmental regulation could affect our cash flow.
  • The potential adoption of federal and state hydraulic fracturing laws or executive orders could delay or restrict development of our oil and natural gas properties.
  • Climate change legislation or regulations could result in increased operating costs and reduced demand for the oil and natural gas production from our properties.
  • Our oil and natural gas reserve data and future net revenue estimates are uncertain.
  • The outcome of pending litigation related to the Dakota Access Pipeline and any related executive orders could have a material adverse effect on our revenue and cash distributions.
  • Risks Inherent in an Investment in Our Common Units
  • Cost reimbursement due our General Partner may be substantial and reduce our cash available to distribute to our unitholders.
  • Our net income as reported for tax and financial statement purposes may differ significantly from our cash flow that is used to determine cash available for distributions.
  • Our unitholders have limited voting rights and do not control our General Partner, and their ability to remove our General Partner is limited.
  • The control of our General Partner may be transferred to a third party without unitholder consent.
  • A group of unitholders own a large percentage of our units and have the right to appoint a Manager to our Board of Managers and may be able to exert significant influence over certain matters.
  • Our General Partner and its affiliates have conflicts of interests, which may permit our General Partner and its affiliates to favor their own interests to the detriment of unitholders.
  • We may issue additional securities, diluting our unitholders' interests.
  • Our unitholders may not have limited liability in the circumstances described below and may be liable for the return of certain distributions.
  • We are dependent upon key personnel, and the loss of services of any of our key personnel could adversely affect our operations.
  • We are dependent on service providers who assist us with providing Schedule K-1 tax statements to our unitholders.
  • Tax Risk Factors
  • The tax consequences to a unitholder of the ownership and sale of common units will depend in part on the unitholder’s tax circumstances. Each unitholder should consult such unitholder’s own tax advisor about the federal, state and local tax consequences of the ownership of common units.
  • We generally do not obtain rulings or assurances from the IRS or state or local taxing authorities on matters affecting us.
  • We will be subject to federal income tax and possibly certain state corporate income or franchise taxes if we are classified as a corporation and not as a partnership for federal income tax purposes.
  • The tax treatment of publicly traded partnerships or an investment in our common units could be subject to potential legislative, judicial or administrative changes or differing interpretations, possibly applied on a retroactive basis.
  • The 20% deduction for certain pass-through income may not be available for our unitholders’ allocable share of our net income, in which case our unitholders’ tax liability with respect to ownership and disposition of our units may be materially higher than if the deduction is available.
  • The IRS could reallocate items of income, gain, deduction and loss between transferors and transferees of common units if the IRS does not accept our monthly convention for allocating such items.
  • Our unitholders may not be able to deduct losses attributable to their common units.
  • Our unitholders’ partnership tax information may be audited.
  • Our unitholders may have more taxable income or less taxable loss with respect to their common units if the IRS does not respect our method for determining the adjusted tax basis of their common units.
  • Tax-exempt investors may recognize unrelated business taxable income.
  • Tax consequences of certain NPIs are uncertain.
  • Our unitholders may not be entitled to deductions for percentage depletion with respect to our oil and natural gas interests.
  • Our unitholders may have more taxable income or less taxable loss on an ongoing basis if the IRS does not accept our method of allocating depletion deductions.
  • Our unitholders may have more taxable income or less taxable loss on an ongoing basis if the IRS does not accept our method of determining a unitholder's share of the basis of partnership property.
  • The ratio of the amount of taxable income that will be allocated to a unitholder to the amount of cash that will be distributed to a unitholder is uncertain, and cash distributed to a unitholder may not be sufficient to pay tax on the income we allocate to a unitholder.
  • A unitholder may lose its status as a partner of our Partnership for federal income tax purposes if the unitholder lends our common units to a short seller to cover a short sale of such common units.
  • Foreign, state and local taxes could be withheld on amounts otherwise distributable to a unitholder.
  • If the IRS makes audit adjustments to our income tax returns, it may collect any resulting taxes (including any applicable penalties and interest) directly from us, in which case our cash available for distribution to our unitholders might be substantially reduced.
  • Our unitholders may be subject to withholding tax upon transfers of their common units.
  • General Risk Factors
  • Public health threats could have an adverse effect on our Partnership, our cash flow and our industry.
  • The Partnership may be adversely affected by the international economic instability caused by ongoing global conflicts.
  • We will continue to incur increased costs as a result of operating as a public company, and our management will continue to devote substantial time to compliance with our public company responsibilities and corporate governance practices.
  • Disclosure Regarding Forward-Looking Statements

Legal proceedings

The Partnership and the Operating Partnership are involved in legal and/or administrative proceedings arising in the ordinary course of their businesses, none of which have predictable outcomes. We do not believe that the resolution of these matters will have a material adverse impact on our financial condition or results of operations.

The opening of Item 3, Legal Proceedings.4

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