CKX LANDS, INC. 10-Q

ckx20220630_10q.htm     UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549     FORM 10-Q   ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934   For the quarterly period ended June 30, 2022   ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934     Commission File Number 1-31905   CKX Lands, Inc. (Exact name of registrant as specified in its charter)   Louisiana   72-0144530 (State or other jurisdiction of incorporation or organization)   (I.R.S. Employer Identification No.)             2417 Shell Beach Drive     Lake Charles , LA   70601 (Address of principal executive offices)   (Zip Code)         ( 337 ) 493-2399     (Registrant’s telephone number)       Securities registered pursuant to Section 12(b) of the Act:   Title of each class Trading Symbol(s) Name of each exchange on which registered Common Stock with no par value CKX NYSE American   Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.      Yes   ☒     No  ☐   Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).      Yes   ☒     No  ☐   Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.   Large accelerated filer ☐ Accelerated filer ☐         Non-accelerated filer ☒ Smaller reporting company ☒             Emerging growth company ☐   If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐   Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).     Yes  ☐      No  ☒   Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date:  1,963,913 shares of common stock are issued and outstanding as of August 8, 2022.           TABLE OF CONTENTS     Page     PART I. FINANCIAL INFORMATION         ITEM 1. FINANCIAL STATEMENTS     BALANCE SHEETS AS OF JUNE 30, 2022 (UNAUDITED) AND DECEMBER 31, 2021     STATEMENTS OF OPERATIONS FOR THE THREE AND SIX MONTHS ENDED JUNE 30, 2022 AND 2021 (UNAUDITED)     STATEMENTS OF CHANGES IN STOCKHOLDERS’ EQUITY FOR THE THREE AND SIX MONTHS ENDED JUNE 30, 2022 AND 2021 (UNAUDITED)     STATEMENTS OF CASH FLOWS FOR THE SIX MONTHS ENDED JUNE 30, 2022 AND 2021 (UNAUDITED)     NOTES TO FINANCIAL STATEMENTS AS OF JUNE 30, 2022 (UNAUDITED) 1       ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS 5       ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK 8       ITEM 4. CONTROLS AND PROCEDURES 8       PART II. OTHER INFORMATION         ITEM 1 LEGAL PROCEEDINGS 9       ITEM 1A. RISK FACTORS 9       ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS 9       ITEM 3. DEFAULTS UPON SENIOR SECURITIES 9       ITEM 4. MINE SAFETY DISCLOSURES 9       ITEM 5. OTHER INFORMATION 9       ITEM 6. EXHIBITS 11       SIGNATURES 13             PART I - FINANCIAL INFORMATION   ITEM 1. FINANCIAL STATEMENTS CKX LANDS, INC. BALANCE SHEETS       June 30,     December 31,       2022     2021   ASSETS   (unaudited)           Current assets:                 Cash and cash equivalents   $ 7,109,424     $ 7,409,873   Equity investment in mutual funds     502,866       502,832   Accounts receivable     146,904       50,739   Prepaid expense and other assets     143,378       35,405   Total current assets     7,902,572       7,998,849   Property and equipment, net     9,084,171       9,056,238   Total assets   $ 16,986,743     $ 17,055,087                     LIABILITIES AND STOCKHOLDERS' EQUITY                                   Current liabilities:                 Trade payables and accrued expenses   $ 75,738     $ 111,123   Unearned revenue     106,149       150,113   Total current liabilities     181,887       261,236   Deferred income tax payable     187,664       187,664   Total liabilities     369,551       448,900                     Stockholders' equity:                 Common stock, 3,000,000  shares authorized, no par value, 1,974,079 and 1,963,913 shares issued and outstanding as of June 30, 2022, respectively and 1,942,495 shares issued and outstanding as of December 31, 2021     59,335       59,335   Additional paid in capital     414,291       -   Treasury stock, 10,166 shares, at cost     ( 131,335 )     -   Retained earnings     16,274,901       16,546,852   Total stockholders' equity     16,617,192       16,606,187   Total liabilities and stockholders' equity   $ 16,986,743     $ 17,055,087     The accompanying notes are an integral part of these unaudited financial statements.           CKX LANDS, INC. STATEMENTS OF OPERATIONS (Unaudited)       Three Months Ended June 30,     Six Months Ended June 30,       2022     2021     2022     2021                                     Revenues:                                 Oil and gas   $ 141,714     $ 99,202     $ 224,142     $ 149,347   Timber sales     88,637       49,414       110,379       102,941   Surface revenue     70,280       53,107       138,442       94,728   Surface revenue - related party     9,583       9,583       19,167       19,166   Total revenue     310,214       211,306       492,130       366,182   Costs, expenses and (gains):                                 Oil and gas costs     14,615       9,445       20,350       17,666   Timber costs     2,950       4,255       3,185       5,213   Surface costs     -       -       5,129       -   General and administrative expense     597,295       148,316       769,643       251,399   Depreciation expense     683       503       1,190       1,010   Gain on sale of land     -       ( 184,045 )     -       ( 590,265 ) Total costs, expenses and (gains)     615,543       ( 21,526 )     799,497       ( 314,977 ) Income (loss) from operations     ( 305,329 )     232,832       ( 307,367 )     681,159                                     Interest income     3,849       4,787       6,455       9,453   Miscellaneous income     259       -       3,282       -   Income (loss) before income taxes     ( 301,221 )     237,619       ( 297,630 )     690,612   Federal and state income tax expense:                                 Current     ( 24,530 )     63,271       ( 25,679 )     89,457   Total income taxes     ( 24,530 )     63,271       ( 25,679 )     89,457   Net income (loss)   $ ( 276,691 )   $ 174,348     $ ( 271,951 )   $ 601,155                                     Basic and diluted earnings per share   $ ( 0.14 )   $ 0.09     $ ( 0.14 )   $ 0.31   Weighted average shares outstanding, basic and diluted     1,945,555       1,942,495       1,945,555       1,942,495     The accompanying notes are an integral part of these unaudited financial statements.           CKX LANDS, INC. STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY THREE MONTHS ENDED JUNE 30, 2022 AND 2021 (Unaudited)       Common Stock             Additional Paid-In     Retained     Total       Shares     Amount     Treasury Stock     Capital     Earnings     Equity   Balances, March 31, 2022     1,942,495     $ 59,335     $ -     $ -     $ 16,551,592     $ 16,610,927   Issuances under share-based compensation     31,584       -       -       -       -       -   Share-based compensation     -       -       -       414,291       -       414,291   Repurchases of common stock     -       -       ( 131,335 )     -       -       ( 131,335 ) Net loss     -       -       -       -       ( 276,691 )     ( 276,691 ) Balances, June 30, 2022     1,974,079     $ 59,335     $ ( 131,335 )   $ 414,291     $ 16,274,901     $ 16,617,192         Common Stock             Additional Paid-In     Retained     Total       Shares     Amount     Treasury Stock     Capital     Earnings     Equity   Balances, March 31, 2021     1,942,495     $ 59,335     $ -     $ -     $ 16,154,310     $ 16,213,645   Net income     -       -       -       -       174,348       174,348   Balances, June 30, 2021   $ 1,942,495     $ 59,335     $ -     $ -     $ 16,328,658     $ 16,387,993     CKX LANDS, INC. STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY SIX MONTHS ENDED JUNE 30, 2022 AND 2021 (Unaudited)       Common Stock             Additional Paid-In     Retained     Total       Shares     Amount     Treasury Stock     Capital     Earnings     Equity   Balances, December 31, 2021     1,942,495     $ 59,335     $ -     $ -     $ 16,546,852     $ 16,606,187   Issuances under share-based compensation     31,584       -       -       -       -       -   Share-based compensation     -       -       -       414,291       -       414,291   Repurchases of common stock     -       -       ( 131,335 )     -       -       ( 131,335 ) Net loss     -       -       -       -       ( 271,951 )     ( 271,951 ) Balances, June 30, 2022     1,974,079     $ 59,335     $ ( 131,335 )   $ 414,291     $ 16,274,901     $ 16,617,192           Common Stock             Additional Paid-In     Retained     Total       Shares     Amount     Treasury Stock     Capital     Earnings     Equity   Balances, December 31, 2020     1,942,495     $ 59,335     $ -     $ -     $ 15,727,503     $ 15,786,838   Net income     -       -       -       -       601,155       601,155   Balances, June 30, 2021     1,942,495     $ 59,335     $ -     $ -     $ 16,328,658     $ 16,387,993     The accompanying notes are an integral part of these unaudited financial statements.           CKX LANDS, INC. STATEMENTS OF CASH FLOWS (Unaudited)       Six Months Ended       June 30,       2022     2021   CASH FLOWS FROM OPERATING ACTIVITIES                 Net income (loss)   $ ( 271,951 )   $ 601,155   Adjustments to reconcile net income to net cash used in operating activities:                 Depreciation expense     1,190       1,010   Depletion expense     174       430   Gain on sale of land     -       ( 590,265 ) Unrealized (gain) loss on equity investment in mutual funds     504       ( 38 ) Share-based compensation     414,291       -   Changes in operating assets and liabilities:                 (Increase) decrease in current assets     ( 204,138 )     ( 33,613 ) Increase (decrease) in current liabilities     ( 79,349 )     ( 42,697 ) Net cash used in operating activities     ( 139,279 )     ( 64,018 )                   CASH FLOWS FROM INVESTING ACTIVITIES                 Purchases of mutual funds     ( 538 )     ( 124 ) Purchase of property and equipment     ( 12,835 )     -   Costs of reforesting timber     ( 16,462 )     ( 14,114 ) Proceeds from the sale of fixed assets     -       745,237   Net cash (used in) provided by investing activities     ( 29,835 )     730,999                     CASH FLOWS FROM FINANCING ACTIVITIES                 Repurchases of common stock     ( 131,335 )     -   Net cash used in investing activities     ( 131,335 )     -                     NET CHANGE IN CASH AND CASH EQUIVALENTS     ( 300,449 )     666,981   Cash and cash equivalents, beginning of the period     7,409,873       6,463,255   Cash and cash equivalents, end of the period   $ 7,109,424     $ 7,130,236                     SUPPLEMENTAL CASH FLOW INFORMATION                 Cash paid for interest   $ -     $ -   Cash paid for income taxes   $ 16,947     $ 51,423     The accompanying notes are an integral part of these unaudited financial statements.         CKX LANDS, INC. NOTES TO UNAUDITED FINANCIAL STATEMENTS   The “Company,” “we,” “us,” and “our,” refer to CKX Lands, Inc.     Note 1:       Significant Accounting Policies and Recent Accounting Pronouncements   Significant Accounting Policies   Basis of Presentation   The accompanying unaudited interim financial statements of the Company have been prepared in accordance with accounting principles generally accepted in the United States of America, pursuant to the rules and regulations of the Securities and Exchange Commission. Certain information and footnote disclosures have been omitted pursuant to such rules and regulations. In the opinion of management, the accompanying financial statements include normal recurring adjustments that are necessary for a fair presentation of the results for the interim periods presented. These financial statements should be read in conjunction with our audited financial statements and notes thereto for the fiscal year ended December 31, 2021 included in our Annual Report on Form 10-K. The results of operations for the three and six months ended June 30, 2022 are not necessarily indicative of results to be expected for the full fiscal year or any other periods.   The preparation of the financial statements in conformity with U.S. generally accepted accounting principles requires management to make a number of estimates and judgments that affect the reported amounts of assets, liabilities, expenses, and related disclosures. Actual results may differ from these estimates.   Risks and Uncertainties   On March 11, 2020, the WHO declared COVID-19 a pandemic. While the Company did not incur significant disruptions to its operations during 2021 and in 2022 to date from COVID-19, it is unable at this time to predict the impact that COVID-19 or new variants of the novel coronavirus will have on its business, financial position and operating results in future periods due to numerous uncertainties and is closely monitoring the impact of the pandemic on all aspects of its business.   Concentration of Credit Risk   The Company maintains its cash balances in seven financial institutions. At times, cash balances may exceed the Federal Deposit Insurance Corporation’s insured limit of $250,000. The Company has not experienced any losses in such accounts and management believes the Company is not exposed to any significant credit risk on its cash balances.   Impairment of Long-lived Assets   Long-lived assets, such as land, timber and property, buildings, and equipment, are reviewed for impairment whenever events or changes in circumstances indicate the carrying amount of an asset may not be recoverable. If events or circumstances arise that require a long-lived asset to be tested for potential impairment, the Company first compares undiscounted cash flows expected to be generated by the asset to its carrying value. If the carrying amount of the long-lived asset is not recoverable on an undiscounted cash flow basis, an impairment charge is recognized to the extent that the carrying value exceeds the fair value. Fair value may be determined through various valuation techniques including quoted market prices, third-party independent appraisals and discounted cash flow models. During the year ended December 31, 2021, the Company performed a step zero impairment analysis on furniture and fixtures and land improvements and determined there were no qualitative factors that would indicate impairment. No impairment charges were recorded during the six months ended June 30, 2022 and 2021.   Share-Based Compensation   We maintain one active incentive compensation plan: the 2021 Stock Incentive Plan (the Plan). The Plan provides for the issuance of restricted stock units (RSUs) and performance-based restricted stock units (PSUs) to certain of our employees, non-employee directors and consultants.   For awards that are subject to market conditions, we utilize a binomial-lattice model (i.e., Monte Carlo simulation model), to determine the fair value. The Monte Carlo simulation model utilizes multiple input variables to determine the share-based compensation expense. For grants with market conditions made during the six months ended June 30, 2022, we utilized an annualized volatility of 39.6 %, a 0 % dividend yield and an annual risk-free interest rate of 3.5 % each determined over a period consistent with the performance period associated with the awards with market conditions. The volatility was based on the last five-year period of our stock performance. The stock price projection for us assumes a 0 % dividend yield. This is mathematically equivalent to reinvesting dividends in the issuing entity over the performance period. The risk-free interest rate is equal to the yield, as of the measurement date, of the zero-coupon U.S. Treasury bill that is commensurate with the remaining performance measurement period.     1     Share-based compensation expense related to RSUs and PSUs are expensed over the grant date to the end of the requisite service period using the straight-line method. The RSUs and PSUs do not have voting rights. We calculate the fair value of our share-based awards on the date of grant.   Basic and Diluted Earnings per share   Net earnings per share is provided in accordance with FASB ASC 260-10, "Earnings per Share". Basic earnings per share is computed by dividing earnings available to common stockholders by the weighted average number of common shares outstanding during the period. Diluted income per share gives effect to all dilutive potential common shares outstanding during the period. Dilutive income per share excludes all potential common shares if their effect is anti-dilutive. For the three and six months ended June 30, 2022, potentially dilutive shares totaling to 325,416 RSU and PSU shares were excluded in the calculation of earnings per share as their effect is anti-dilutive due to the Company's net loss for such periods. There were no dilutive shares outstanding for the three and six months ended June 30, 2021.   Dividends   The Company does not currently pay dividends on a regular basis. In determining whether to declare a dividend, the Board of Directors takes into account the Company’s prior fiscal year’s cash flows from operations and the current economic conditions, among other information deemed relevant. Dividends paid per common stock are based on the weighted average number of common stock shares outstanding during the period. No dividends were declared during the six months ended June 30, 2022 and 2021.   Pursuant to a dividend reversion clause in the Company’s Articles of Incorporation, dividends not claimed within one year after the dividend becomes payable will expire and revert in full ownership to the Company and the Company’s obligation to pay such dividend will cease. Any dividend reversions are recorded in equity upon receipt.   Recent Accounting Pronouncements   There are various updates recently issued to the accounting literature and these are not expected to have a material impact on the Company’s financial position, results of operations or cash flows.       Note 2:       Fair Value of Financial Instruments   ASC 820 Fair Value Measurements and Disclosures (“ASC 820”), defines fair value, establishes a framework for measuring fair value and enhances disclosures about fair value measurements. It defines fair value as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. ASC 820 also establishes a fair value hierarchy which requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. The standard describes three levels of inputs that may be used to measure fair value:   Level 1: Observable inputs such as quoted prices (unadjusted) in active markets for identical assets or liabilities.   Level 2: Inputs other than quoted prices that are observable for the asset or liability, either directly or indirectly. These include quoted prices for similar assets or liabilities in active markets; quoted prices for identical or similar assets or liabilities that are not active; and model-driven valuations whose inputs are observable or whose significant value drivers are observable. Valuations may be obtained from, or corroborated by, third-party pricing services.   Level 3: Unobservable inputs to measure fair value of assets and liabilities for which there is little, if any market activity at the measurement date, using reasonable inputs and assumptions based upon the best information at the time, to the extent that inputs are available without undue cost and effort.   2     The following methods and assumptions were used to estimate the fair value of each class of financial instruments for which it was practical to estimate that value:   Class Methods and/or Assumptions     Cash and cash equivalents: Carrying value approximates fair value due to its readily convertible characteristic.     Equity Investment in mutual funds: Carrying value adjusted to and presented at fair market value.   The estimated fair values of the Company's financial instruments are as follows:             June 30, 2022     December 31, 2021   Financial Assets:   Level     Carrying Value     Fair Value     Carrying Value     Fair Value                                           Cash and cash equivalents   1     $ 7,109,424     $ 7,109,424     $ 7,409,873     $ 7,409,873   Equity investment in mutual funds   1       505,144       502,866       504,606       502,832   Total         $ 7,614,568     $ 7,612,290     $ 7,914,479     $ 7,912,705         Note 3:       Property and Equipment   Property and equipment consisted of the following:       June 30,     December 31,       2022     2021                     Land   $ 6,815,711     $ 6,815,147   Timber     2,231,273       2,214,985   Equipment     120,873       108,602         9,167,857       9,138,734   Accumulated depreciation     ( 83,686 )     ( 82,496 ) Total   $ 9,084,171     $ 9,056,238     During the six months ended June 30, 2022 and 2021, the Company had a gain on sale of land of $ 0 and $ 590,265 , respectively.   Depreciation expense was $ 1,190 and $ 1,010 for the six months ended June 30, 2022 and 2021.   Depletion expense was $ 174 and $ 430 for the six months ended June 30, 2022 and 2021, respectively.       Note 4:       Segment Reporting   The Company’s operations are classified into three  principal operating segments that are all located in the United States: oil and gas, timber and surface. The Company’s reportable business segments are strategic business units that offer income from different products. They are managed separately due to the unique aspects of each area.   3     The tables below present financial information for the Company’s three operating business segments:       Six Months Ended June 30,     Year Ended December 31,       2022     2021   Identifiable Assets, net of accumulated depreciation                 Timber   $ 2,231,273     $ 2,214,985   General corporate assets     14,755,470       14,840,102   Total     16,986,743       17,055,087                     Capital expenditures:                 Timber   $ 16,462     $ 18,606   Surface     565       4,063   General corporate assets     12,270       -   Total segment costs and expenses   $ 29,297     $ 22,669                     Depreciation and depletion                 Oil and gas   $ -     $ -   Timber     174       563   General corporate assets     1,190       2,027   Total   $ 1,364     $ 2,590           Three Months Ended June 30,     Six Months Ended June 30,       2022     2021     2022     2021   Revenues:                                 Oil and gas   $ 141,714     $ 99,202     $ 224,142     $ 149,347   Timber sales     88,637       49,414       110,379       102,941   Surface revenue     79,863       62,690       157,609       113,894   Total segment revenues     310,214       211,306       492,130       366,182                                     Cost and expenses:                                 Oil and gas costs     14,615       9,445     $ 20,350     $ 17,666   Timber costs     2,950       4,255       3,185       5,213   Surface costs     -               5,129       -   Total segment costs and expenses     17,565       13,700       28,664       22,879                                     Net income from operations:                                 Oil and gas     127,099       89,757     $ 203,792     $ 131,681   Timber     85,687       45,159       107,194       97,728   Surface     79,863       62,690       152,480       113,894   Total segment net income from operations     292,649       197,606       463,466       343,303   Unallocated other income (expense) before income taxes     ( 593,870 )     40,013       ( 761,096 )     347,309   Income (loss) before income taxes   $ ( 301,221 )   $ 237,619     $ ( 297,630 )   $ 690,612       There are no intersegment sales reported in the accompanying statements of operations. The accounting policies of the segments are the same as those described in the summary of significant accounting policies in the Company’s Form 10-K for the year ended December 31, 2021. The Company evaluates performance based on income or loss from operations before income taxes excluding any nonrecurring gains and losses. Income before income tax represents net revenues less costs and expenses less other income and expenses of a general corporate nature. Identifiable assets by segment are those assets used solely in the Company's operations within that segment.       Note 5:       Income Taxes   In accordance with generally accepted accounting principles, the Company has analyzed its filing positions in federal and state income tax returns for the tax returns that remain subject to examination. Generally, returns are subject to examination for three years after filing. The Company believes that all filing positions are highly certain and that all income tax filing positions and deductions would be sustained upon a taxing jurisdiction’s audit. Therefore, no reserve for uncertain tax positions is required. No interest or penalties have been levied against the Company and none are anticipated.   4       Note 6:       Related Party Transactions   The Company and Stream Wetlands Services, LLC (“Stream Wetlands”) were parties to an option to lease agreement dated April 17, 2017 (the “OTL”). The OTL provided Stream Wetlands an option to lease certain lands from the Company, subject to the negotiation and execution of a mutually acceptable lease form. On February 28, 2022, the Company exercised the OTL and entered into a lease in exchange for a payment by Stream Wetlands of $ 38,333 . William Gray Stream, the President and a director of the Company, is the president of Stream Wetlands.   The Company’s President is also the President of Matilda Stream Management, Inc. Matilda Stream Management provides administrative and accounting services to the Company for no compensation.   Surface revenue-related party was $ 19,167 and $ 19,166 for the six months ended June 30, 2022 and 2021, respectively. All of these amounts were attributable to the OTL with Stream Wetlands described above.       Note 7:       Concentrations   Revenue from the Company's five largest customers for the three months ended June 30, 2022 and 2021, respectively were:         Six Months Ended June 30,   Count     2022     2021   1     $ 63,096     $ 54,300   2       56,089       49,324   3       34,872       28,679   4       34,003       26,644   5       33,073       24,535       Note 8:       Share-Based Compensation   During the six months ended June 30, 2022, the Company issued to certain employees an aggregate of 76,755 RSUs that vest over a three-year period through July 15, 2024 and 280,245 PSUs that vest upon achievement of certain stock price hurdles as measured during the period from July 15, 2020 through July 15, 2024. Each of the time-based and market-condition awards are subject to the recipient’s continued service with us, the terms and conditions of our stock incentive plan and the applicable award agreement. No awards were issued in 2021. As of the date of grant, 31,584 PSUs were vested and issued to employees.   The share-based compensation expense recognized is included in general and administrative expense in the consolidated statements of operations. The total fair value of the awards were $ 2,794,169 of which $ 2,379,878 was unrecognized stock-based compensation expense as of June 30, 2022.   The plan participants elected to have the Company withhold 10,166 shares of the 31,584 shares earned to cover the employee payroll tax withholdings for the vested shares earned during the three-month period ended June 30, 2022. These shares are reported as treasury stock on the balance sheet.   The share-based compensation expense recognized by award type was $ 19,496 and $ 394,795 for RSUs and PSUs, respectively, for the six months ended June 30, 2022.     ITEM 2. MANAGEMENT DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS   The following discussion and analysis of our financial condition and results of operations should be read in conjunction with our unaudited financial statements and related notes included in this Quarterly Report on Form 10-Q and the audited financial statements and notes thereto as of and for the year ended December 31, 2021 and the related Management ’ s Discussion and Analysis of Financial Condition and Results of Operations, both of which are contained in our Annual Report on Form 10-K for the fiscal year ended December 31, 2021, filed on March 28, 2022.   Cautionary Statement   This Management’s Discussion and Analysis includes a number of forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) that reflect our current views with respect to future events and financial performance. Forward-looking statements are often identified by words like “believe,” “expect,” “plan,” “estimate,” “anticipate,” “intend,” “project,” “will,” “predicts,” “seeks,” “may,” “would,” “could,” “potential,” “continue,” “ongoing,” “should” and similar expressions, or words which, by their nature, refer to future events. You should not place undue certainty on these forward-looking statements, which apply only as of the date of this Form 10-Q. These forward-looking statements are subject to certain risks and uncertainties that could cause actual results to differ materially from historical results or from our predictions, including those risks described in our Annual Report on Form 10-K, this Form 10-Q and in our other public filings. We undertake no obligation to update or revise publicly any forward-looking statements, whether because of new information, future events, or otherwise.   5     Overview   CKX Lands, Inc., a Louisiana corporation, began operations in 1930 under the name Calcasieu Real Estate & Oil Co., Inc. It was originally organized as a spin-off by a bank operating in southwest Louisiana. The purpose of the spin-off was to form an entity to hold non-producing mineral interests which regulatory authorities required the bank to charge off. Over the years, as some of the mineral interests began producing, the Company used part of the proceeds to acquire land. In 1990, the Company made its largest acquisition when it was one of four purchasers who bought a fifty percent undivided interest in approximately 35,575 acres in southwest Louisiana.   Today the Company’s income is derived from mineral royalties, timber sales and surface payments from its lands. CKX receives income from royalty interests and mineral leases related to oil and gas production, timber sales, land sales and surface rents. Although CKX is active in the management of its land and planting and harvesting its timber, CKX is passive in the production of income from oil and gas production in that CKX does not explore for oil and gas or operate wells. These oil and gas activities are performed by unrelated third parties.   CKX leases its property to oil and gas operators and collects income through its land ownership in the form of oil and gas royalties and lease rentals and geophysical revenues. The Company’s oil and gas income fluctuates as new oil and gas production is discovered on Company land and then ultimately depletes or becomes commercially uneconomical to produce. The volatility in the daily commodity pricing of a barrel of oil or a thousand cubic feet, or “MCF,” of gas will also cause fluctuations in the Company’s oil and gas income. These commodity prices are affected by numerous factors and uncertainties external to CKX’s business and over which it has no control, including the global supply and demand for oil and gas, the effect of the COVID-19 pandemic and government responses to the pandemic on supply and demand, geopolitical conditions and domestic and global economic conditions, among other factors.   CKX has small royalty interests in 20 different producing oil and gas fields. The size of each royalty interest is determined by the Company’s net ownership in the acreage unit for the well. CKX’s royalty interests range from 0.0045% for the smallest to 7.62% for the largest. As the Company does not own or operate the wells, it does not have access to any reserve information. Eventually, the oil and gas reserves under the Company’s current land holdings will be depleted.   Timber income is derived from sales of timber on Company lands. The Company’s timber income will fluctuate depending on our ability to secure stumpage agreements in the regional markets, timber stand age, and/or stumpage commodity prices. Timber is a renewable resource that the Company actively manages.   Surface income is earned from various recurring and non-recurring sources. Recurring surface income is earned from lease arrangements for farming, recreational and commercial uses. Non-recurring surface income can include such activities as pipeline right of ways, and temporary worksite rentals.   In managing its lands, the Company relies on and has established relationships with real estate, forestry, environmental and agriculture consultants as well as attorneys with legal expertise in general corporate matters, real estate, and minerals.   The Company actively searches for additional real estate for purchase in Louisiana with a focus on southwest Louisiana and on timberland and agricultural land. When evaluating unimproved real estate for purchase, the Company will consider numerous characteristics including but not limited to, timber fitness, agriculture fitness, future development opportunities and/or mineral potential. When evaluating improved real estate for purchase, the Company will consider characteristics including, but not limited to, geographic location, quality of existing revenue streams, and/or quality of the improvements.   The Company’s Board of Directors regularly evaluates a range of strategic alternatives that could increase shareholder value, and the Board and management conduct due diligence activities in connection with such alternatives. These include opportunities for growth though the acquisitions of land or other assets, business combinations, dispositions of assets and reinvestment of the proceeds, and other alternatives. We cannot assure you that the Board’s evaluations or the Company’s due diligence activities will result in any transaction or other course of action.   6     Recent Developments   In the first quarter of 2019, the Company began developing several ranchette-style subdivisions on certain of its lands in Calcasieu and Beauregard Parishes using existing road rights of way.  The Company has identified demand in those areas for ranchette-style lots, which consist of more than three acres each, and the Board of Directors and management believe this project will allow the Company to realize a return on its investment in the applicable lands after payment of expenses.  The Company has completed and recorded plats for three subdivisions.  The three subdivisions are located on approximately 415 acres in Calcasieu Parish and approximately 160 acres in Beauregard Parish, and contain an aggregate of 39 lots.  As of June 30, 2022, the Company has closed on the sale of 21 of the 39 lots. As of the date of this report no sales were pending, and the Company is actively marketing the remaining lots.   The Company is working to identify additional undeveloped acres owned by the Company in Southwest Louisiana that would likewise be suitable for residential subdivisions.   Results of Operations   Summary of Results   The Company’s results of operations for the six months ended June 30, 2022 were driven primarily by an increase in oil and gas, timber and surface revenues offset by an increase in general and administrative expenses. The increase in general and administrative expenses is primarily due to an increase in officer compensation, payroll expenses, audit fees and legal fees.   Revenue – Three Months Ended June 30, 2022   Total revenues for the three months ended June 30, 2022 were $310,214, an increase of approximately 46.8% when compared with the same period in 2021. Total revenue consists of oil and gas, timber, and surface revenues. Components of revenues for the three months ended June 30, 2022 as compared to 2021, are as follows:       Three Months Ended June 30,                       2022     2021     Change from Prior Year     Percent Change from Prior Year   Revenues:                                 Oil and gas   $ 141,714     $ 99,202     $ 42,512       42.9 % Timber     88,637       49,414       39,223       79.4 % Surface     79,863       62,690       17,173       27.4 % Total revenues   $ 310,214     $ 211,306     $ 98,908       46.8 %   Oil and Gas   Oil and gas revenues were 46% and 47% of total revenues for the three months ended June 30, 2022 and 2021, respectively. A breakdown of oil and gas revenues for the three months ended June 30, 2022 as compared to the three months ended June 30, 2021 is as follows:       Three Months Ended June 30,                       2022     2021     Change from Prior Year     Percent Change from Prior Year   Oil   $ 129,897     $ 88,967     $ 40,930       46.0 % Gas     10,643       8,740       1,903       21.8 % Lease and geophysical     1,174       1,495       (321 )     (21.5 )% Total revenues   $ 141,714     $ 99,202     $ 42,512       42.9 %   CKX received oil and/or gas revenues from 65 and 66 wells during the three months ended June 30, 2022 and 2021, respectively.   7     The following schedule summarizes barrels and MCF produced and average price per barrel and per MCF for the three months ended June 30, 2022 and 2021:       Three Months Ended       June 30,       2022     2021   Net oil produced (Bbl)(2)     1,302       1,569   Average oil sales price (per Bbl)(1,2)   $ 99.77     $ 56.70   Net gas produced (MCF)     1,807       2,828   Average gas sales price (per MCF)(1)   $ 5.89     $ 3.09       (1) Before deduction of production costs and severance taxes   (2) Excludes plant products   Oil revenues increased for the three months ended June 30, 2022, as compared to the three months ended June 30, 2021, by $40,930. Gas revenues increased for the three months ended June 30, 2022, as compared to the same period in 2021, by $1,903. As indicated from the schedule above, the increase in oil revenues was due to an increase in the average oil sales price per barrel partially offset by a decrease in the net oil produced. The increase in gas revenues was due to an increase in average gas sales price per MCF partially offset by a decrease in net gas produced.   Lease and geophysical revenues decreased for the three months ended June 30, 2022, as compared to the three months ended June 30, 2021, by $321. These revenues are dependent on oil and gas producers’ activities, are not predictable and can vary significantly from year to year.   Timber   Timber revenue was $88,637 and $49,414 for the three months ended June 30, 2022 and 2021, respectively. The increase in timber revenues was due to normal business variations in timber customers’ harvesting.   Surface   Surface revenues increased for the three months ended June 30, 2022, as compared to the three months ended June 30, 2021, by $17,173. This increase is due to a one-time oil and gas delay rental from an operator to postpone commencement of drilling during the primary term of lease, multiple one-time right of way income, and new surface leases.     Revenue  –  Six Months Ended June 30, 2022   Total revenues for the six months ended June 30, 2022 were $492,130, an increase of approximately $125,948 when compared with the same period in 2021. Total revenue consists of oil and gas, timber, and surface revenues. Components of revenues for the six months ended June 30, 2022 as compared to 2021, are as follows:       Six Months Ended June 30,                       2022     2021     Change from Prior Year     Percent Change from Prior Year   Revenues:                                 Oil and gas   $ 224,142     $ 149,347     $ 74,795       50.1 % Timber sales     110,379       102,941       7,438       7.2 % Surface revenue     157,609       113,894       43,715       38.4 % Total revenues   $ 492,130     $ 366,182     $ 125,948       34.4 %   8     Oil and Gas   Oil and gas revenues were 46% and 41% of total revenues for the six months ended June 30, 2022 and 2021, respectively. A breakdown of oil and gas revenues for the six months ended June 30, 2022 as compared to the six months ended June 30, 2021 is as follows:       Six Months Ended June 30,                       2022     2021     Change from Prior Year     Percent Change from Prior Year   Oil   $ 196,832     $ 125,446     $ 71,386       56.9 % Gas     24,425       21,661       2,764       12.8 % Lease and geophysical     2,885       2,240       645       28.8 % Total revenues   $ 224,142     $ 149,347     $ 74,795       50.1 %   CKX received oil and/or gas revenues from 67 and 69 wells during the six months ended June 30, 2022 and 2021, respectively.   The following schedule summarizes barrels and MCF produced and average price per barrel and per MCF for the six months ended June 30, 2022 and 2021:       Six Months Ended       June 30,       2022     2021   Net oil produced (Bbl)(2)     2,149       2,322   Average oil sales price (per Bbl)(1,2)   $ 91.59     $ 54.02   Net gas produced (MCF)     4,608       7,284   Average gas sales price (per MCF)(1)   $ 5.30     $ 2.97       (1) Before deduction of production costs and severance taxes   (2) Excludes plant products   Oil revenues increased for the six months ended June 30, 2022, as compared to the six months ended June 30, 2021, by $71,386. Gas revenues increased for the six months ended June 30, 2022, as compared to the same period in 2021, by $2,764. As indicated from the schedule above, the increase in oil revenues was due to an increase in the average oil sales price per barrel partially offset by a decrease in net oil produced. The increase in gas revenues was due to an increase in the average price per MCF partially offset by net gas produced.   Lease and geophysical revenues increased for the six months ended June 30, 2022, as compared to the six months ended June 30, 2021, by $645. These revenues are dependent on oil and gas producers’ activities, are not predictable and can vary significantly from year to year.   Timber   Timber revenue was $110,379 and $102,941 for the six months ended June 30, 2022 and 2021, respectively. The increase in timber revenues was due to normal business variation in timber customers’ harvesting.   Surface   Surface revenues increased for the six months ended June 30, 2022, as compared to the six months ended June 30, 2021, by $43,715. This increase is due to multiple one-time oil and gas delay rentals from operators to postpone commencement of drilling during the primary term of lease, income from multiple one-time right of way payments, and new surface leases.   Costs and Expenses  –  Three and Six Months Ended June 30, 2022   Oil and gas costs increased for the three and six months ended June 30, 2022 as compared to the three and six months ended June 30, 2021 by $5,170, and $2,684, respectively. These variances are due to the normal variations in year to year costs.   Timber costs decreased for the three months ended June 30, 2022, as compared to the three months ended June 30, 2021, by $1,305. Timber costs decreased for the six months ended June 30, 2022, as compared to the six months ended June 30, 2021, by $2,028. Timber costs are related to timber revenue.   General and administrative expenses increased for the three months ended June 30, 2022, as compared to the three months ended June 30, 2021, by $448,979. This is primarily due to an increase in officer compensation and payroll expenses. General and administrative expenses increased for the six months ended June 30, 2022, as compared to the six months ended June 30, 2021 by $518,244. This is primarily due to an increase in officer compensation, payroll expenses, auditing fees and legal fees.   9     Gain on Sale of Land  –  Three and Six Months Ended June 30, 2022   Gain on sale of land was $0 and $184,045 for the three months ended June 30, 2022 and 2021, respectively. Gain on sale of land was $0 and $590,265 for the six months ended June 30, 2022 and 2021, respectively. For the six months ended June 30, 2021, this consisted of a gain on sale of fourteen pieces of land including twelve lots in subdivisions and unimproved land.   Liquidity and Capital Resources   Sources of Liquidity   Current assets totaled $7,902,572 and current liabilities equaled $181,887 at June 30, 2022.   As of June 30, 2022 and December 31, 2021, the Company had no outstanding debt.   In the opinion of management, cash and cash equivalents are adequate for projected operations and possible land acquisitions.   The Company’s Board of Directors regularly evaluates a range of strategic alternatives that could increase shareholder value, and the Board and management conduct due diligence activities in connection with such alternatives. These include opportunities for growth though the acquisitions of land or other assets or business combinations, dispositions of assets and reinvestment of the proceeds, and other alternatives. The cost and terms of any financing to be raised in conjunction with any growth opportunity, including the Company’s ability to raise debt or equity capital on terms and at costs satisfactory to the Company, and the effect of such opportunities on the Company’s balance sheet, are critical considerations in any such evaluation.   Analysis of Cash Flows   Net cash used in operating activities was $139,279 and $64,018 for the six months ended June 30, 2022 and June 30, 2021, respectively. The change was attributable primarily to a decrease in net income attributable to a decrease in gain on sale of land and increase in share-based compensation.   Net cash (used in) provided by investing activities was ($29,835) and $730,999 for the six months ended June 30, 2022 and 2021, respectively.  For the six months ended June 30, 2022, this primarily resulted from purchases of mutual funds of $538, purchases of property, plant and equipment of $12,835 and costs of reforesting timber of $16,462. For the six months ended June 30, 2021, this primarily resulted from proceeds from the sale of fixed assets of $745,237 offset by purchases of mutual funds of $124 and costs of reforesting timber of $14,114.   Net cash used in financing activities was $131,335 and $0 for the six months ended June 30, 2022 and 2021, respectively.  For the six months ended June 30, 2022, this resulted from repurchases of common stock of $131,335.   Significant Accounting Polices and Estimates   There were no changes in our significant accounting policies and estimates during the six months ended June 30, 2022 from those set forth in “Significant Accounting Policies and Estimates” in our Annual Report on Form 10-K for the year ended December 31, 2021.   Recent Accounting Pronouncements   See Note 1, Basis of Presentation and Recent Accounting Pronouncements,  to our condensed financial statements included in this report for information regarding recently issued accounting pronouncements that may impact our financial statements.   Off-Balance Sheet Arrangements   During the six months ended June 30, 2022, we do not have any off-balance sheet arrangements, financings, or other relationships with unconsolidated entities or other persons, also known as “special purpose entities” (SPEs).   ITEM 3. NOT APPLICABLE   10     ITEM 4. CONTROLS AND PROCEDURES   Evaluation of Disclosure Controls and Procedures   Pursuant to Rule 13a-15(b) and Rule 15d-15(b) under the Exchange Act, the Company’s principal executive officer and principal financial officer carried out an evaluation of the effectiveness of the Company’s disclosure controls and procedures (as defined under Rule 13a-15(e) or Rule 15d-15(e) under the Exchange Act) as of the end of the period covered by this Report. Disclosure controls and procedures mean controls and other procedures of an issuer that are designed to ensure that information required to be disclosed by the issuer in the reports that it files or submits under the Exchange Act is recorded, processed, summarized and reported, within the time periods specified in the SEC’s rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed by an issuer in the reports that it files or submits under the Exchange Act is accumulated and communicated to the issuer’s management, including its principal executive officer and principal financial officer, or persons performing similar functions, as appropriate to allow timely decisions regarding required disclosure. Based on its evaluation, management concluded that as of June 30, 2022, the Company’s disclosure controls and procedures were effective.   Changes in Internal Control Over Financial Reporting   There were no changes in the Company’s internal control over financial reporting during the fiscal quarter ended June 30, 2022 that materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.     PART II - OTHER INFORMATION     ITEMS 1 – 5.   NOT APPLICABLE   ITEM 2.   UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS During the second quarter of fiscal 2022, the Company repurchased shares of its common stock as follows:     Issuer Purchases of Equity Securities   Period   (a) Total Number of Shares Purchased(1)     (b) Average Price Paid per Share     (c) Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs     (d) Maximum Number (or Approximate Dollar Value) of Shares that May yYet Be Purchased Under the Plans or Programs   Apr. 1 – Apr 30, 2022     --       --       --       --   May 1 – May 31, 2022     --       --       --       --   Jun. 1 – Jun. 30, 2022     10,166     $ 12.92       --       --   Total     10,166     $ 12.92       --       --     (1)  All purchases were made pursuant to the Company’s 2021 Stock Incentive Plan under which shares were withheld to satisfy tax withholding obligations. The Company does not have a share repurchase program.   ITEMS 3 – 5. NOT APPLICABLE   ITEM 6.   EXHIBITS     3.1 Restated Articles of Incorporation of the Registrant (incorporated by reference to Exhibit 3.1 to Form 10-K (File No. 001-31905) for the year ended December 31, 2018 filed on March 21, 2019).         3.2 Amendment to Articles of Incorporation of the Registrant (incorporated by reference to Exhibit 3.2 to Form 10-K (File No. 001-31905) for the year ended December 31, 2003 filed on March 19, 2004).         3.3 Articles of Amendment to the Restated Articles of Incorporation of the Registrant (incorporated by reference to Exhibit 3.3 to Form 10-K (File No. 001-31905) for the year ended December 31, 2018 filed on March 21, 2019).         3.4 Amended and Restated By-Laws of the Registrant  (incorporated by reference to Exhibit 3.1 to Form 8-K (File No. 001-31905) filed on August 9, 2019).         10.1+ First Amended and Restated Executive Employment Agreement between the Registrant and William Gray Stream dated May 9, 2022 (incorporated by reference to Exhibit 10.1 to Form 8-K (File No. 001-31905) filed on May 9, 2022.         10.2+ Executive Employment Agreement between the Registrant and Scott Stepp dated May 9, 2022 (incorporated by reference to Exhibit 10.2 to Form 8-K (File N. 001-31905) filed on May 9, 2022.   11       10.3+* Stock Award Agreement dated June 13, 2022 between the Registrant and Scott A. Stepp.         10.4+* Stock Award Agreement dated June 13, 2022 between the Registrant and W. Gray Stream.         31.1* Certification of W. Gray Stream, President, pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.         31.2* Certification of Scott A. Stepp, Chief Financial Officer, pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.         32.1** Certification of W. Gray Stream, President, pursuant to 18 U.S.C. Section 1350 and Section 906 of the Sarbanes-Oxley Act of 2002.         32.2** Certification of Scott Stepp, Chief Financial Officer, pursuant to 18 U.S.C. Section 1320 and Section 906 of the Sarbanes-Oxley Act of 2002.         101.INS Inline XBRL Instance         101.SCH Inline XBRL Taxonomy Extension Schema         101.CAL Inline XBRL Taxonomy Extension Calculation         101.DEF Inline XBRL Taxonomy Extension Definition         101.LAB Inline XBRL Taxonomy Extension Labels         101.PRE Inline XBRL Taxonomy Extension Presentation         104 Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101).         * Filed herewith   ** Furnished herewith   + Management contract or compensatory plan or arrangement   12     Signature   Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.   Date: August 11, 2022   CKX LANDS, INC.       By:       /s/ W. Gray Stream   W. Gray Stream   President   (Principal executive officer)     13