34 unchanged sentences
Other Information.
−Removed: Not applicable.
−Removed: Disclosure Regarding Foreign Jurisdictions that Prevent
+Added: Trading Plans.
+Added: During the three months ended December 31, 2023, no officer or employee of the Trustee who performs policy-making
+Added: functions for the Trust adopted, modified, or terminated any Rule 10b5-1 trading arrangement or non-Rule 10b5-1 trading
+Added: arrangement, as such terms are defined in Item 408(a) of Regulation S-K.
+Added: Disclosure Regarding Foreign Jurisdictions
+Added: that Prevent Inspections.
Not applicable.
−Removed: Directors, Executive Officers and Corporate Governance.
+Added: Directors, Executive Officers
+Added: and Corporate Governance.
The Trust has no directors or executive officers.
15 unchanged sentences
The Trust does not have a board of directors, and it does not have a compensation committee.
−Removed: Security Ownership of Certain Beneficial Owners
−Removed: and Management and Related Unitholder Matters.
−Removed: (a) Security Ownership of Certain Beneficial Owners.
+Added: Security Ownership of Certain
+Added: Beneficial Owners and Management and Related Unitholder Matters.
+Added: Ownership of Certain Beneficial Owners.
Based on filings with the SEC, the Trustee is
−Removed: not aware of any holders of 5% or more of the units as of March 23, 2023 except as set forth below.
−Removed: The following information has
−Removed: been obtained from public filings with the SEC.
+Added: not aware of any holders of 5% or more of the Trust Units as of March 22, 2024 except as set forth below.
+Added: The following information
+Added: has been obtained from public filings with the SEC.
Beneficial Owner
3 unchanged sentences
1,722,300 (2)
−Removed: (1) Based on a Form 4 dated February 22, 2023 filed by Permianville
+Added: (1) Based on a Form 4 dated August 17, 2023 filed by Permianville
Holdings LLC (“Holdings”).
−Removed: The principal business office address for the Reporting
−Removed: Persons is c/o Cross Ocean Partners Management LP, 60 Arch Street, Greenwich, CT 06830.
−Removed: (2) Based on a Schedule 13G/A filed with the SEC on February 12, 2018
−Removed: by Jerry Roger Kent.
+Added: The principal business office address for Holdings
+Added: is 60 Arch Street, 3 rd Floor, Greenwich, CT 06830.
+Added: (2) Based on a Schedule 13G/A filed with the SEC on June 23, 2023 by
+Added: Jerry Roger Kent.
The principal business office address for the reporting person is 4695
12 unchanged sentences
Rights Agreement”
−Removed: in Item 13 of this Form 10-K.
−Removed: Certain Relationships and Related Transactions,
−Removed: and Director Independence.
+Added: in Part III, Item 13 of this Form 10-K.
+Added: Certain Relationships and
+Added: Related Transactions, and Director Independence.
Administrative Fee.
21 unchanged sentences
The Trust does not have a board of directors.
−Removed: Principal Accountant Fees and Services.
−Removed: The Trust does not have an audit committee.
−Removed: pre-approval and approval of all services performed by the principal auditor or any other professional service firms and related fees
−Removed: are granted by the Trustee.
−Removed: During the year ended December 31, 2022, Weaver and Tidwell, LLP served as the Trust’s independent
−Removed: registered public accounting firm.
−Removed: On September 14, 2021, the Trustee dismissed
−Removed: Ernst & Young, LLP (“E&Y”) as the Trust’s independent registered public accounting firm.
−Removed: On September 14,
−Removed: 2021, the Trustee appointed Weaver and Tidwell, L.L.P.
−Removed: (“Weaver”) as the Trust’s independent registered public accounting
+Added: Principal Accountant Fees
+Added: and Services.
+Added: Trust does not have an audit committee.
+Added: Any pre-approval and approval of all services performed by the principal auditor or any other
+Added: professional service firms and related fees are granted by the Trustee.
+Added: The Trustee has appointed Weaver and Tidwell, LLP as the
+Added: independent registered public accounting firm to audit the Trust’s financial statements for the fiscal year ending December 31,
+Added: During the years ended December 31, 2023 and 2022, Weaver and Tidwell, LLP served as the Trust’s independent registered
+Added: public accounting firm.
The following table presents the aggregate fees
−Removed: billed to the Trust for the year ended December 31, 2022 and 2021 by Weaver and Ernst & Young, LLP:
−Removed: Audit fees (1)
+Added: paid by the Trust for the years ended December 31, 2023 and 2022 by Weaver and Tidwell, LLP:
Audit-related fees
All other fees
−Removed: billed for professional services rendered for the audit of the Trust’s financial statements
−Removed: and reviews of the financial statements included in the Trust’s quarterly reports and
−Removed: annual financial statements.
−Removed: In 2021, E&Y and Weaver billed $179,140 and $10,300, respectively,
−Removed: in audit fees.
−Removed: Exhibit and Financial Statement Schedules.
+Added: (1) Fees billed for professional services rendered for the audit of the Trust’s
+Added: financial statements and reviews of the financial statements included in the Trust’s
+Added: quarterly reports and annual financial statements.
+Added: Exhibit and Financial
+Added: Statement Schedules.
(a)(1) Financial Statements
1 unchanged sentence
under “Financial Statements and Supplementary Data”
−Removed: in Item 8 of this Form 10-K on the pages indicated:
+Added: in Part II, Item 8 of this Form 10-K on the pages indicated:
of Independent Registered Public Accounting Firm (PCAOB Identification No.
11 unchanged sentences
INDEX TO EXHIBITS
−Removed: Agreement and Plan of Merger
−Removed: of Enduro Royalty Trust and Enduro Texas LLC, dated as of November 3, 2011 by and between the Bank of New York Mellon Trust
−Removed: Company, N.A., as Trustee of Enduro Royalty Trust, and Enduro Texas LLC.
−Removed: (Incorporated herein by reference to Exhibit 1.2 to
−Removed: the Trust’s Current Report on Form 8-K filed on November 8, 2011 (File No.
−Removed: Certificate of Trust of
−Removed: Enduro Royalty Trust.
−Removed: (Incorporated herein by reference to Exhibit 3.3 to the Registration Statement on Form S-1, filed
−Removed: on May 16, 2011 (Registration No.
−Removed: Certificate of Amendment
−Removed: to Certificate of Trust.
+Added: and Plan of Merger of Enduro Royalty Trust and Enduro Texas LLC, dated as of November 3, 2011 by and between the Bank of New
+Added: York Mellon Trust Company, N.A., as Trustee of Enduro Royalty Trust, and Enduro Texas LLC.
+Added: (Incorporated herein by reference to Exhibit 1.2
+Added: to the Trust’s Current Report on Form 8-K filed on November 8, 2011 (File No.
+Added: of Trust of Enduro Royalty Trust.
+Added: (Incorporated herein by reference to Exhibit 3.3 to the Registration Statement on Form S-1,
+Added: filed on May 16, 2011 (Registration No.
+Added: of Amendment to Certificate of Trust.
+Added: (Incorporated herein by reference to Exhibit 3.1 to the Trust’s Current Report on
+Added: Form 8-K filed on September 5, 2018 (File No.
+Added: and Restated Trust Agreement of Enduro Royalty Trust, dated as of November 3, 2011, among Enduro Resource Partners LLC, The
+Added: Bank of New York Mellon Trust Company, N.A., as Trustee of Enduro Royalty Trust, and Wilmington Trust Company, as Delaware Trustee
+Added: of Enduro Royalty Trust.
(Incorporated herein by reference to Exhibit 3.1 to the Trust’s Current Report on Form 8-K
−Removed: filed on September 5, 2018 (File No.
−Removed: Amended and Restated Trust
−Removed: Agreement of Enduro Royalty Trust, dated November 3, 2011, among Enduro Resource Partners LLC, The Bank of New York Mellon Trust
−Removed: Company, N.A., as Trustee of Enduro Royalty Trust, and Wilmington Trust Company, as Delaware Trustee of Enduro Royalty Trust.
−Removed: (Incorporated
−Removed: herein by reference to Exhibit 3.1 to the Trust’s Current Report on Form 8-K filed on November 8, 2011 (File
+Added: filed on November 8, 2011 (File No.
Amendment to Amended and Restated Trust Agreement, dated September 6, 2017 but effective as of August 30, 2017, among Enduro
2 unchanged sentences
2017 (File No.
−Removed: Second Amendment to Amended
−Removed: and Restated Trust Agreement of Enduro Royalty Trust, dated September 14, 2018, among COERT Holdings 1 LLC, Wilmington Trust
−Removed: Company, as Delaware trustee, and The Bank of New York Mellon Trust Company, N.A., as trustee.
−Removed: (Incorporated herein by reference
−Removed: to Exhibit 3.1 to the Trust’s Current Report on Form 8-K filed on September 14, 2018 (File No.
−Removed: Registration Rights Agreement,
−Removed: dated as of November 8, 2011, by and between Enduro Resource Partners LLC and Enduro Royalty Trust.
−Removed: (Incorporated herein by
−Removed: reference to Exhibit 10.3 to the Trust’s Current Report on Form 8-K filed on November 8, 2011 (File No.
−Removed: Amendment No.
−Removed: Registration Rights Agreement, dated as of November 8, 2012, by and between Enduro Resource Partners LLC and Permianville Royalty
−Removed: (Incorporated herein by reference to Exhibit 4.2 to the Trust’s Annual Report on Form 10-K for the year ended
−Removed: December 31, 2012 (File no.
−Removed: Description of Securities
−Removed: Registered Pursuant to Section 12 of the Securities Exchange Act of 1934.
−Removed: (Incorporated herein by reference to Exhibit 4.3
−Removed: to the Trust’s Annual Report on Form 10-K for the year ended December 31, 2019 (File no.
−Removed: Conveyance of Net Profits
−Removed: Interest, dated November 8, 2011, by and between Enduro Operating LLC and Enduro Texas LLC.
+Added: Amendment to Amended and Restated Trust Agreement of Enduro Royalty Trust, dated September 14, 2018, among COERT Holdings 1
+Added: LLC, Wilmington Trust Company, as Delaware trustee, and The Bank of New York Mellon Trust Company, N.A., as trustee.
+Added: (Incorporated
+Added: herein by reference to Exhibit 3.1 to the Trust’s Current Report on Form 8-K filed on September 14, 2018
+Added: Rights Agreement, dated as of November 8, 2011, by and between Enduro Resource Partners LLC and Enduro Royalty Trust.
+Added: (Incorporated
+Added: herein by reference to Exhibit 10.3 to the Trust’s Current Report on Form 8-K filed on November 8, 2011 (File
+Added: 1 to Registration Rights Agreement, dated as of November 8, 2012, by and between Enduro Resource Partners LLC and Permianville
+Added: Royalty Trust.
+Added: (Incorporated herein by reference to Exhibit 4.2 to the Trust’s Annual Report on Form 10-K for the
+Added: year ended December 31, 2012 (File no.
+Added: of Securities Registered Pursuant to Section 12 of the Securities Exchange Act of 1934.
(Incorporated herein by reference
−Removed: to Exhibit 10.1 to the Trust’s Current Report on Form 8-K filed on November 8, 2011 (File No.
−Removed: Supplement to Conveyance
−Removed: of Net Profits Interest, dated November 8, 2011, from Enduro Operating LLC, Enduro Texas LLC and The Bank of New York Mellon
−Removed: Trust Company, N.A.
+Added: to Exhibit 4.3 to the Trust’s Annual Report on Form 10-K for the year ended December 31, 2019 (File no.
+Added: of Net Profits Interest, dated November 8, 2011, by and between Enduro Operating LLC and Enduro Texas LLC.
+Added: (Incorporated herein
+Added: by reference to Exhibit 10.1 to the Trust’s Current Report on Form 8-K filed on November 8, 2011 (File No.
+Added: to Conveyance of Net Profits Interest, dated November 8, 2011, from Enduro Operating LLC, Enduro Texas LLC and The Bank of New
+Added: York Mellon Trust Company, N.A.
as Trustee of Enduro Royalty Trust.
+Added: (Incorporated herein by reference to Exhibit 10.2 to the
+Added: Trust’s Current Report on Form 8-K filed on November 8, 2011 (File No.
+Added: Amendment to Conveyance of Net Profits Interest, dated September 6, 2017, among Enduro Operating LLC and The Bank of New York
+Added: Mellon Trust Company, N.A., as Trustee of Enduro Royalty Trust.
(Incorporated herein by reference to Exhibit 10.1 to the Trust’s
−Removed: Current Report on Form 8-K filed on November 8, 2011 (File No.
−Removed: First Amendment to Conveyance
−Removed: of Net Profits Interest, dated September 6, 2017, among Enduro Operating LLC and The Bank of New York Mellon Trust Company,
−Removed: N.A., as Trustee of Enduro Royalty Trust.
−Removed: (Incorporated herein by reference to Exhibit 10.1 to the Trust’s Current Report
−Removed: on Form 8-K filed on September 12, 2017 (File No.
−Removed: Partial Release, Reconveyance
−Removed: and Termination Agreement, dated September 6, 2017, by and between The Bank of New York Mellon Trust Company, N.A., as Trustee
−Removed: of Enduro Royalty Trust, and Enduro Operating LLC.
−Removed: (Incorporated herein by reference to Exhibit 10.2 to the Trust’s Current
−Removed: Report on Form 8-K filed on September 12, 2017 (File No.
−Removed: Letter of Ernst &
−Removed: Young LLP Regarding Change in Registrant’s Certifying Accountant.
−Removed: (Incorporated herein by reference to Exhibit 16.1 to
−Removed: the Trust’s Current Report on Form 8-K filed on September 20, 2021 (File No.
−Removed: Consent of Cawley, Gillespie &
−Removed: Associates, Inc.
−Removed: Consent of Weaver and Tidwell, L.L.P.
−Removed: Certification pursuant
−Removed: to Section 302 of the Sarbanes-Oxley Act of 2002
−Removed: Certification pursuant
−Removed: to Section 906 of the Sarbanes-Oxley Act of 2002
−Removed: Report of Cawley, Gillespie &
−Removed: Associates, Inc.
+Added: Current Report on Form 8-K filed on September 12, 2017 (File No.
+Added: Release, Reconveyance and Termination Agreement, dated September 6, 2017, by and between The Bank of New York Mellon Trust Company,
+Added: N.A., as Trustee of Enduro Royalty Trust, and Enduro Operating LLC.
+Added: (Incorporated herein by reference to Exhibit 10.2 to the
+Added: Trust’s Current Report on Form 8-K filed on September 12, 2017 (File No.
+Added: of Cawley, Gillespie & Associates, Inc.
+Added: Consent of Weaver and
+Added: Tidwell, L.L.P.
+Added: Certification
+Added: pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
+Added: Certification
+Added: pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
+Added: Permianville Royalty
+Added: Trust Clawback Policy
+Added: of Cawley, Gillespie & Associates, Inc.
* Asterisk indicates exhibit previously filed with the SEC and
5 unchanged sentences
PERMIANVILLE ROYALTY TRUST
−Removed: THE BANK OF NEW YORK MELLON
−Removed: TRUST COMPANY, N.A., AS TRUSTEE
+Added: THE BANK OF NEW YORK MELLON TRUST COMPANY,
+Added: N.A., AS TRUSTEE
Vice President
5 unchanged sentences
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.