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Empire Petroleum (EP) director acquires shares via rights offering exercise

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Empire Petroleum director Mason H. Matschke exercised subscription rights in the company’s rights offering and acquired 5,402 shares of common stock at $2.99 per share. These shares came from exercising 40,864 subscription rights, including over-subscription rights described in the prospectus supplements.

Following the transactions, Matschke holds 418,748 common shares directly and an additional 382,904 common shares indirectly through the Elk Antelope Trust. No derivative subscription rights remain outstanding after this exercise.

Positive

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Negative

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Insider Matschke Mason H.
Role Director
Type Security Shares Price Value
Exercise Subscription Rights (right to buy) 40,864 $0.00 --
Exercise Common Stock 5,402 $2.99 $16K
holding Common Stock -- -- --
Holdings After Transaction: Subscription Rights (right to buy) — 0 shares (Direct); Common Stock — 418,748 shares (Direct); Common Stock — 382,904 shares (Indirect, By Elk Antelope Trust)
Footnotes (1)
  1. Represents shares of the Issuer's common stock purchased by the reporting person following the exercise of subscription rights, including over-subscription rights, pursuant to the Issuer's rights offering to holders of common stock, as described in the Issuer's prospectus supplement dated February 2, 2026, as supplemented by the Issuer's prospectus supplement dated February 25, 2026 (the "Rights Offering"). Represents the exercise price of $2.99 per whole share of common stock in the Rights Offering. Each holder of common stock of record as of February 2, 2026 received one right for each share of common stock, and each right carried with it a basic subscription right, which entitled the holder to purchase 0.095 of a share of common stock, and an over-subscription right, which entitled holders that exercised their basic subscription rights in full to subscribe for additional shares of common stock that were not purchased by other stockholders pursuant to their basic subscription rights, subject to proration. Includes shares purchased pursuant to the exercise of over-subscription rights in connection with the Rights Offering.
Shares acquired 5,402 shares Common stock acquired via rights exercise at $2.99 per share
Exercise price $2.99 per share Exercise price in Empire Petroleum rights offering
Subscription rights exercised 40,864 rights Subscription rights, including over-subscription rights, exercised
Direct holdings after transaction 418,748 shares Empire Petroleum common stock held directly by Matschke after exercise
Indirect holdings via trust 382,904 shares Common stock held indirectly through Elk Antelope Trust
Basic subscription ratio 0.095 share per right Each right entitled purchase of 0.095 share of common stock
Subscription Rights financial
"Represents shares of the Issuer's common stock purchased by the reporting person following the exercise of subscription rights, including over-subscription rights"
Subscription rights are short-term privileges given to existing shareholders to buy additional new shares before the general public, typically at a set price and in proportion to their current holdings. Think of it as getting a coupon for first dibs on extra slices of a pizza so your share of the pie doesn’t shrink; exercising them can be a cheaper way to maintain your ownership and voting power, while ignoring them can reduce your stake and potential future earnings.
Rights Offering financial
"pursuant to the Issuer's rights offering to holders of common stock, as described in the Issuer's prospectus supplement"
A rights offering is a way for a company to raise additional money by giving existing shareholders the opportunity to buy more shares at a discounted price before they are offered to the public. It’s similar to a special sale where current owners get the first chance to buy extra items at a lower cost, allowing them to increase their investment if they choose. This process matters to investors because it can affect the value of their holdings and their ability to buy new shares at favorable terms.
over-subscription rights financial
"Includes shares purchased pursuant to the exercise of over-subscription rights in connection with the Rights Offering"
Over-subscription rights let current investors ask for extra shares beyond the amount they were initially offered in a company share sale, with the extras only issued if other buyers don’t take them. Think of it like reserving the option to buy extra tickets for a sold-out show if other people return theirs; for investors this can increase ownership at the same price and prevent dilution of their stake, or allow a greater share of a popular issue.
basic subscription right financial
"each right carried with it a basic subscription right, which entitled the holder to purchase 0.095 of a share of common stock"
indirect ownership financial
"total_shares_following_transaction: "382904.0000", direct_or_indirect: "I", nature_of_ownership: "By Elk Antelope Trust""
Form 4 Insider Transactions: What Each Field Means →
SEC Form 4
FORM 4UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number:3235-0287
Estimated average burden
hours per response:0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Matschke Mason H.
(Last)(First)(Middle)
25025 I-45 NORTH, SUITE 420
(Street)
THE WOODLANDS TEXAS 77380
(City)(State)(Zip)
UNITED STATES
(Country)		2. Issuer Name and Ticker or Trading Symbol
EMPIRE PETROLEUM CORP [ EP ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
03/31/2026		6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year)2A. Deemed Execution Date, if any (Month/Day/Year)3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeVAmount(A) or (D)Price
Common Stock03/31/2026M5,402(1)A$2.99418,748D
Common Stock382,904IBy Elk Antelope Trust
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year)3A. Deemed Execution Date, if any (Month/Day/Year)4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year)7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Subscription Rights (right to buy)$2.99(2)03/31/2026M40,864(3)02/02/202603/18/2026Common Stock5,402(3)$00D
Explanation of Responses:
1. Represents shares of the Issuer's common stock purchased by the reporting person following the exercise of subscription rights, including over-subscription rights, pursuant to the Issuer's rights offering to holders of common stock, as described in the Issuer's prospectus supplement dated February 2, 2026, as supplemented by the Issuer's prospectus supplement dated February 25, 2026 (the "Rights Offering").
2. Represents the exercise price of $2.99 per whole share of common stock in the Rights Offering.
3. Each holder of common stock of record as of February 2, 2026 received one right for each share of common stock, and each right carried with it a basic subscription right, which entitled the holder to purchase 0.095 of a share of common stock, and an over-subscription right, which entitled holders that exercised their basic subscription rights in full to subscribe for additional shares of common stock that were not purchased by other stockholders pursuant to their basic subscription rights, subject to proration. Includes shares purchased pursuant to the exercise of over-subscription rights in connection with the Rights Offering.
/s/ Mason H. Matschke04/02/2026
** Signature of Reporting PersonDate
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR

FAQ

What insider transaction did EP director Mason H. Matschke report on this Form 4?

Mason H. Matschke reported exercising subscription rights in Empire Petroleum’s rights offering to acquire 5,402 shares of common stock at $2.99 per share. The shares were obtained by exercising rights, including over-subscription rights, issued to existing common stock holders.

How many Empire Petroleum (EP) shares did Matschke acquire and at what price?

Matschke acquired 5,402 shares of Empire Petroleum common stock at an exercise price of $2.99 per share. The acquisition occurred through the exercise of subscription rights granted in the company’s rights offering to existing shareholders of record.

What are subscription rights and over-subscription rights in EP’s rights offering?

In Empire Petroleum’s rights offering, each common share received one right, allowing purchase of 0.095 of a share via a basic subscription right. Holders who fully exercised basics could seek additional shares through over-subscription rights, allocated from any shares not purchased by other stockholders.

How many Empire Petroleum (EP) shares does Matschke hold after the reported transactions?

After the transactions, Matschke holds 418,748 shares directly and 382,904 shares indirectly through the Elk Antelope Trust. These figures show his combined direct and trust-related ownership position in Empire Petroleum common stock following the rights offering exercise.

What role did the Elk Antelope Trust play in Matschke’s EP holdings?

The Elk Antelope Trust holds 382,904 shares of Empire Petroleum common stock attributed as Matschke’s indirect ownership. A holding entry in the Form 4 identifies these shares as owned “By Elk Antelope Trust,” separate from Matschke’s directly held shares.

How many subscription rights did Matschke exercise in the Empire Petroleum offering?

Matschke exercised 40,864 subscription rights in Empire Petroleum’s rights offering. These rights, including over-subscription rights, converted into 5,402 shares of common stock at an exercise price of $2.99 per share as described in the company’s prospectus supplements.