Item 1. Legal Proceedings
ITEM 1. LEGAL PROCEEDINGS
On October 1, 2018, a lawsuit styled Thaleia L. Marston, Trustee
of the Marston Trust v. Blackbeard Operating, LLC , et.al, No. 18-10-24761 – CVW in the 143rd District Court in Ward County,
Texas (the “2018 Litigation”) was filed, naming, among others, Boaz Energy and the Trust as defendants. The plaintiff is a
lessor under two leases operated by Blackbeard Operating LLC. The Underlying Properties include the interests of Boaz Energy in some of
the minerals covered by those leases. The litigation seeks surface use damages and alleges violations of the terms of the leases, among
other things. While it is not yet possible to estimate any potential loss or range of loss, Boaz Energy has advised the Trustee that it
does not anticipate the litigation will materially affect the Trust. On January 3, 2020, Lawrence M. Marston joined the lawsuit as a plaintiff
alleging surface damage claims against Blackbeard and Goodnight Midstream Permian, L.L.C., but not against the Trust. On January 17, 2020,
the Trust and the other defendants filed a motion for summary judgment, which would dispose of the claims against the Trust if granted.
After delays related to COVID-19, a hearing on the summary judgment motions filed by the Defendants and Goodnight was held on August 27,
2020. As of March 31, 2021, the court had not yet ruled on the motion for summary judgment. A mediation was conducted on November 10,
2020, but no settlement was reached. The discovery period closed in January 2021. Counsel for the defendants reported that during discovery,
plaintiffs appeared to concede several points related to their claim against the Trust in responses to request for disclosure and a deposition
of the Marston Trust’s manager, including that the Trust and the other defendants are entitled to retain 40-acres around each producing
well as defendants have contended all along. However, plaintiffs have not formally amended their pleading or otherwise non-suited any
claim against the Trust. Consequently, the Trust and the other defendants filed a second summary judgment motion pointing out, in part,
that plaintiffs appear to have conceded portions of their claim against the Trust and the other defendants regarding the trespass to try
title claim. That motion was set for hearing on April 1, 2021, but at that hearing, the court granted the plaintiffs’ counsel’s
motion to withdraw from representing the plaintiffs and vacated the May 3, 2021 trial setting to allow plaintiffs an opportunity to retain
new counsel. The court did not re-open the expired discovery and pleading deadlines. All other motions were carried forward. Replacement
counsel have since appeared for the plaintiffs, and the court conducted a hearing on October 1, 2021 to cover all pending motions. The
court indicated a letter ruling on all pending motions would be circulated but that has not yet occurred. On the docket currently are
a December 3, 2021 pre-trial hearing and the trial now set for the week beginning December 13, 2021.
ITEM 6. EXHIBITS
Exhibit
No.
Description
3.1
Certificate of Trust of PermRock Royalty Trust (incorporated by reference to Exhibit 3.3 to Registration Statement on Form S-1 (SEC File No. 333-224191) filed on April 6, 2018).
3.2
Amended and Restated Trust Agreement of PermRock Royalty Trust, dated May 4, 2018, among Boaz Energy II, LLC, Wilmington Trust, National Association, as Delaware Trustee of PermRock Royalty Trust, and Simmons Bank, as Trustee of PermRock Royalty Trust (incorporated by reference to Exhibit 3.1 to Current Report on Form 8-K (SEC File No. 001-38472) filed on May 8, 2018).
31.1
Section 302 Certification. *
32.1
Section 906 Certification. *
The exhibits marked with the asterisk symbol (*) are filed or furnished
with this Quarterly Report on Form 10-Q.
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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.
PERMROCK ROYALTY TRUST
By:
Simmons Bank, as Trustee
By:
/s/ Lee Ann Anderson
Lee Ann Anderson
Senior Vice President
Date: November 15, 2021
The registrant, PermRock Royalty Trust, has no principal executive
officer, principal financial officer, board of directors or persons performing similar functions. Accordingly, no additional signatures
are available, and none have been provided. In signing the report above, the Trustee does not imply that it has performed any such function
or that any such function exists pursuant to the terms of the Trust Agreement under which it serves.
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Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.