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Item 9A. Controls and Procedures

2023-03-01 compared with 2022-03-30 · 67 added, 20 removed, 127 unchanged (41% of the section changed)

6 unchanged sentences

In its evaluation of disclosure controls and procedures, the Trustee has relied, to the extent considered reasonable, on information provided by

Burlington Resources Oil & Gas Company, LP, the owner of the Waddell Ranch properties, and Riverhill Energy Corporation, the owner of the Texas Royalty properties.

Changes in Internal Control over Financial Reporting

has not been any change in the Trusts internal control over financial reporting during the twelve months ended December 31, 2021 that has materially affected, or is reasonably likely to materially affect, the Trusts internal control

over financial reporting.

Blackbeard Operating, LLC, the owner of the Waddell Ranch properties, and Riverhill Energy Corporation, the owner of the Texas Royalty properties.

Internal Control over Financial Reporting

There has not been any change in the Trusts internal control over financial reporting during the twelve months

ended December 31, 2022 that has materially affected, or is reasonably likely to materially affect, the Trusts internal control over financial reporting.

Trustees Report on Internal Control Over Financial Reporting

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concluded that the Trusts internal control over financial reporting are effective as of December 31, 2022.

The independent registered

public accounting firm of Weaver and Tidwell, L.L.P., as auditors of the statements of assets, liabilities and trust corpus, and the related statements of distributable income and changes in trust corpus for the year ended December 31, 2022,

has issued an attestation report on the Trusts internal control over financial reporting as of December 31, 2022, which is included herein.

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Unit Holders of Permian Basin Royalty Trust and Argent Trust Company, Trustee

Opinion on Internal Control Over Financial Reporting

audited Permian Basin Royalty Trust (the Trust)s internal control over financial reporting as of December 31, 2022 based on criteria established in 2013 Internal Control Integrated Framework issued by the Committee of Sponsoring

Organizations of the Treadway Commission (the COSO criteria).

In our opinion, the Trust maintained, in all material respects, effective internal control over financial reporting as of December 31, 2022, based on the COSO criteria.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the statements of

assets, liabilities, and trust corpus of Permian Basin Royalty Trust as of December 31, 2022 and 2021 and the related statements of distributable income and changes in trust corpus for each of the three years in the period ended

December 31, 2022, and our report dated March 1, 2023 expressed an unqualified opinion thereon.

Basis for Opinion

The Trustee is responsible for maintaining effective internal control over financial reporting, and for its assessment of the effectiveness of internal

control over financial reporting, included in the accompanying Trustees Report on Internal Control Over Financial Reporting.

Our responsibility is to express an opinion on the Trusts internal control over financial reporting based on our

We are a public accounting firm registered with the PCAOB and are required to be independent with respect to Permian Basin Royalty Trust in accordance with the U.S.

federal securities laws and the applicable rules and regulations of the

Securities and Exchange Commission and the PCAOB.

We conducted our audit in accordance with the standards of the PCAOB.

Those standards require

that we plan and perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects.

Our audit of internal control over financial reporting included obtaining an

understanding of internal control over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk.

Our audit also included

performing such other procedures as we considered necessary in the circumstances.

We believe that our audit provides a reasonable basis for our opinion.

Definition and Limitations of Internal Control Over Financial Reporting

An entitys internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial

reporting and the preparation of financial statements for external purposes in accordance with the modified cash basis of accounting described in Note 2 to the financial statements.

An entitys internal control over financial reporting includes

those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the entity;

(2) provide reasonable assurance that

transactions are recorded as necessary to permit preparation of financial statements in accordance with the modified cash basis of accounting described in Note 2 to the financial statements, and that receipts and expenditures of the entity are being

made only in accordance with authorizations of the Trustee and directors of the entity;

and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the entitys assets

that could have a material effect on the financial statements.

Because of its inherent limitations, internal control over financial reporting may

not prevent or detect misstatements.

Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the

policies or procedures may deteriorate.

/s/ Weaver and Tidwell, L.L.P.

Dallas, Texas

March 1, 2023

Other Information.

15 unchanged sentences

no employees, it does not have a code of ethics.

Employees of the Trustee, Simmons Bank, must comply with the banks code of ethics which may be found at ir.simmonsbank.com/govdocs.

Employees of the Trustee, Argent Trust Company, must comply with the companys code of ethics which may be found at www.argentfinancial.com.

Executive Compensation

During the years ended December 31, 2021, 2020 and 2019, the Trustee received total remuneration as follows:

During the years ended December 31, 2022, 2021 and 2020, Simmons Bank, as Trustee for such periods received total remuneration as follows:

Name of Individual or Number

12 unchanged sentences

The Trust does not have a principal executive officer or employees and therefore, the pay ratio disclosure is not applicable.

Security Ownership of Certain Beneficial Owners and Management and Related Stockholder

Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters

(a) Security Ownership of Certain Beneficial Owners .

12 unchanged sentences

Suite 1610, Dallas, Texas 75225.

Based on Schedule 13G filed February 14, 2022 reporting ownership as of December 31, 2021, jointly by SoftVest Advisors,

LLC, SoftVest, LP, and SoftVest GP I, LLC.

The address for each of SoftVest Advisors, LLC, SoftVest, LP, and SoftVest GP I, LLC is 400 Pine Street, Suite 1010, Abilene, TX, 79601.

Based on Schedule 13G/A filed February 13, 2023 reporting ownership as of December 31, 2022, jointly and as a

group by SoftVest Advisors, LLC, SoftVest, LP, and SoftVest GP I, LLC.

The address for each of SoftVest Advisors, LLC, SoftVest, LP, and SoftVest GI I, LLC is 400 Pine Street, Suite 1010, Abilene, TX, 79601.

(b) Security Ownership of Management .

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in the financial statements or notes thereto.

Permian Basin Amended and Restated Royalty Trust Indenture dated June 20, 2014, between Southland Royalty Company (now Burlington Resources

Oil & Gas Company LP) and The First

National Bank of Fort Worth (now Simmons Bank), as Trustee, heretofore filed as Exhibit 4.1 to the Trusts

Quarterly Report on Form 10-Q to the Securities and Exchange Commission for the quarterly period ended June 30, 2014, is incorporated herein by reference.*

Permian Basin Amended and Restated Royalty Trust Indenture dated June

20, 2014, between Southland Royalty Company (now Burlington Resources Oil

& Gas Company LP) and The First National Bank of Fort Worth (now Simmons Bank), as Trustee, heretofore filed as Exhibit 4.1 to the Trusts Quarterly Report on Form 10-Q to the Securities and Exchange Commission

for the quarterly period ended June 30, 2014, is incorporated herein by reference.*

Amendment No.

1 to the Amended and Restated Royalty Trust Indenture of Permian Basin Royalty Trust, dated May

4, 2022, heretofore filed as Exhibit 4.1 to the Trusts Current Report on Form 8-K to the Securities and Exchange Commission filed on May 6, 2022 is incorporated herein by reference.*

Net Overriding Royalty Conveyance (Permian Basin Royalty Trust) from Southland Royalty Company (now Burlington Resources Oil & Gas Company LP) to The First National Bank of Fort Worth (now Simmons Bank), as Trustee, dated

2 unchanged sentences

Net Overriding Royalty Conveyance (Permian Basin Royalty Trust Waddell Ranch) from Southland Royalty Company (now Burlington Resources Oil & Gas Company LP) to The First National Bank of Fort Worth (now Simmons

Bank), as Trustee, dated November 3, 1980 (without Schedules), heretofore filed as Exhibit (4)(c) to the Trusts Annual Report on Form 10-K to the Securities and Exchange Commission for the fiscal

year ended December 31, 1980, is incorporated herein by reference.* (P)

Bank), as Trustee, dated November 3, 1980 (without Schedules), heretofore filed as Exhibit (4)(c) to the Trusts Annual Report on Form 10-K to the Securities and Exchange Commission for the

fiscal year ended December 31, 1980, is incorporated herein by reference.* (P)

Underwriting Agreement dated December

17 unchanged sentences

and Bank of America, N.A., as trustee of Permian Basin Royalty Trust, heretofore filed as Exhibit

10.1 to the Trusts Quarterly Report on Form 10-Q to the Securities and Exchange Commission for the quarterly period ended June 30, 2004 is incorporated herein by

10.1 to the Trusts Quarterly Report on Form 10-Q to the Securities and Exchange Commission for the quarterly period ended June 30, 2004 is incorporated herein by reference.*

Consent of Cawley, Gillespie & Associates, Inc., reservoir engineer.**

3 unchanged sentences

A copy of this Exhibit is available to any Unit holder, at the actual cost of reproduction, upon written request to the

Trustee, Simmons Bank, 2911 Turtle Creek Boulevard, Suite 850, Dallas, Texas 75219.

Trustee, Argent Trust Company, 2911 Turtle Creek Boulevard, Suite 850, Dallas, Texas 75219.

Filed herewith.

2 unchanged sentences

ITS BEHALF BY THE UNDERSIGNED, THEREUNTO DULY AUTHORIZED.

SIMMONS BANK,

ARGENT TRUST COMPANY,

TRUSTEE FOR THE

PERMIAN BASIN ROYALTY TRUST

Royalty Trust Management

Royalty Trust Services

March 1, 2023

1 unchanged sentence

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 9A. Controls and Procedures