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Item 9A. Controls and Procedures

2026-03-23 compared with 2025-03-19 · 84 added, 60 removed, 141 unchanged (51% of the section changed)

Controls and Procedures.

of Disclosure Controls and Procedures.

The Trustee conducted an evaluation of the Trust’s disclosure controls and procedures

(as defined in Rules 13a-15 and 15d-15 under the Exchange Act).

Based on this evaluation, the Trustee has concluded that the disclosure

controls and procedures of the Trust were effective, as of the end of the period covered by this report, in ensuring that information

required to be disclosed by the Trust in the reports that it files or submits under the Exchange Act is accumulated and communicated to

the Trustee to allow timely decisions regarding required disclosure.

Evaluation of Disclosure Controls and Procedures.

The Trustee conducted an evaluation of the Trust’s disclosure controls and procedures (as defined in Rules 13a-15 and 15d-15

under the Exchange Act).

Based on this evaluation, the Trustee has concluded that the disclosure controls and procedures of the Trust

were effective, as of the end of the period covered by this report, in ensuring that information required to be disclosed by the Trust

in the reports that it files or submits under the Exchange Act is accumulated and communicated to the Trustee to allow timely decisions

regarding required disclosure.

Due to the nature of the Trust as a passive entity

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Properties and the Net Profits Interest, and (B) conclusions and reports regarding reserves by the Trust’s independent reserve

in Internal Control over Financial Reporting.

During the quarter ended December 31, 2024, there were no changes in the

Trust’s internal control over financial reporting that have materially affected, or are reasonably likely to materially affect,

the Trust’s internal control over financial reporting.

The Trustee notes for purposes of clarification that it has no authority

over, and makes no statement concerning, the internal control over financial reporting of COERT.

Changes in Internal Control over Financial Reporting.

During the quarter ended December 31, 2025, there were no changes in the Trust’s internal control over financial reporting

that have materially affected, or are reasonably likely to materially affect, the Trust’s internal control over financial reporting.

The Trustee notes for purposes of clarification that it has no authority over, and makes no statement concerning, the internal control

over financial reporting of COERT.

TRUSTEE’S REPORT ON INTERNAL CONTROL OVER

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Other Information.

Trading Plans.

During the three months ended December 31, 2024, no officer or employee of the Trustee who performs policy-making

functions for the Trust adopted, modified, or terminated any Rule 10b5-1 trading arrangement or non-Rule 10b5-1 trading

arrangement, as such terms are defined in Item 408(a) of Regulation S-K, with respect to the Trust Units.

Rule 10b5-1 Trading Plans.

three months ended December 31, 2025, no officer or employee of the Trustee who performs policy-making functions for the Trust adopted,

modified, or terminated any Rule 10b5-1 trading arrangement or non-Rule 10b5-1 trading arrangement, as such terms are defined

in Item 408(a) of Regulation S-K, with respect to the Trust Units.

Disclosure Regarding Foreign Jurisdictions that Prevent Inspections.

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an annual administrative fee of $200,000 to the Trustee.

During the years ended December 31, 2024 and 2023, the Trustee received

$200,000, respectively, in administrative fees and reimbursable expenses from the Trust.

The Trust does not have any executive officers,

directors or employees.

During each of the years ended December 31, 2025 and 2024, the Trustee received

$200,000 in administrative fees and reimbursable expenses from the Trust.

The Trust does not have any executive officers, directors or

The Trust does not have a board of directors, and it does not have a compensation committee.

Security Ownership of Certain Beneficial Owners and Management and Related Unitholder Matters.

(a) Security Ownership of Certain Beneficial Owners.

(a) Securities

Authorized for Issuance Under Equity Compensation Plans.

The Trust does not have any employees and does

not maintain any equity compensation plans.

Ownership of Certain Beneficial Owners.

Based on filings with the SEC, the Trustee is not

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7,363,961 (1)

Aaron Gelband

1,932,522 (2)

Jerry Roger Kent

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office address for Holdings is 60 Arch Street, 3 rd Floor, Greenwich, CT 06830.

(2) Based on a Schedule 13G filed with the SEC on May 19, 2025 by Warren Street Capital Partners LP (“Warren Street Capital

LP”), Warren Street Capital GP, LLC (“Warren Street Capital GP”), Warren Street Capital Management, LLC (“Warren

Street Capital Management”) and Aaron Gelband.

The principal business address of each of the reporting persons is 1345 Avenue of

the Americas, New York, New York 10105.

According to the filing, Warren Street Capital GP serves as the general partner of Warren Street

Warren Street Capital Management serves as the investment manager of Warren Street Capital LP and a certain managed account

(the “Warrant Street Account”);

Gelband serves as the Managing Member of each of Warren Street Capital GP and

Warren Street Capital Management.

According to the filing, by virtue of these relationships, Warren Street Capital GP, Warren Street Capital

Management and Mr.

Gelband may be deemed to beneficially own the Trust Units owned directly by Warren Street Capital LP and Warren

Street Capital Management, and Mr.

Gelband may also be deemed to beneficially own the Units held in the Warren Street Account.

may also be deemed to beneficially own the Trust Units held by his wife.

According to the filing, Mr.

Gelband has sole voting power

with respect to 292,122 Trust Units, shared voting power with respect to 1,640,400 Trust Units, sole dispositive power with respect to

292,122 Trust Units, and shared dispositive power with respect to 1,640,400 Trust Units.

(3) Based on a Schedule 13G/A filed with the SEC on June 23, 2023 by Jerry Roger Kent.

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power with respect to 1,507,300 Trust Units, and shared dispositive power with respect to 215,000 Trust Units.

(b) Security Ownership of Management.

Not applicable.

(d) Changes in Control.

The registrant knows of no arrangement, including

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Certain Relationships and Related Transactions, and Director Independence.

Administrative Fee.

Under the terms of the Trust Agreement, the Trust pays an annual administrative fee of $200,000 to the

Trustee and $2,000 to the Delaware Trustee.

Rights Agreement.

The Trust and COERT (as the assignee of Enduro in connection with the Sale Transaction) are parties to a

Registration Rights Agreement, as amended, whereby COERT, its affiliates and certain permitted transferees holding registrable Trust Units

are entitled, upon receipt by the Trustee of written notice from holders of a majority of the then outstanding registrable Trust Units,

to demand that the Trust effect the registration of the registrable Trust Units.

The holders of the registrable Trust Units are entitled

to demand a maximum of five such registrations.

In connection with the preparation and filing of any registration statement, COERT will

bear all costs and expenses incidental to any registration statement, excluding certain internal expenses of the Trust, which will be

borne by the Trust.

Any underwriting discounts and commissions will be borne by the seller of the Trust Units.

The foregoing description

of the Registration Rights Agreement is qualified in its entirety by the terms of the Registration Rights Agreement, and Amendment No.

thereto, copies of which are incorporated by reference as exhibits to this Form 10-K.

On June 22, 2022, pursuant to the Registration

Rights Agreement, the Trust filed a registration statement on Form S-3 registering the offering by COERT of 8,600,000 Trust Units.

registration statement was declared effective on July 7, 2022.

Trustee Administrative Fee.

Under the terms

of the Trust Agreement, the Trust pays an annual administrative fee of $200,000 to the Trustee and $2,000 to the Delaware Trustee.

Registration Rights Agreement.

and COERT (as the assignee of Enduro in connection with the Sale Transaction) are parties to a Registration Rights Agreement, as amended,

whereby COERT, its affiliates and certain permitted transferees holding registrable Trust Units are entitled, upon receipt by the Trustee

of written notice from holders of a majority of the then outstanding registrable Trust Units, to demand that the Trust effect the registration

of the registrable Trust Units.

The holders of the registrable Trust Units are entitled to demand a maximum of five such registrations.

In connection with the preparation and filing of any registration statement, COERT will bear all costs and expenses incidental to any

registration statement, excluding certain internal expenses of the Trust, which will be borne by the Trust.

Any underwriting discounts

and commissions will be borne by the seller of the Trust Units.

The foregoing description of the Registration Rights Agreement is qualified

in its entirety by the terms of the Registration Rights Agreement, and Amendment No.

1 thereto, copies of which are incorporated

by reference as exhibits to this Form 10-K.

In 2022, the Trust filed a registration statement

on Form S-3 pursuant to the Registration Rights Agreement to register the offering by COERT of up to 8,600,000 Trust Units.

Director Independence

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Principal Accountant Fees and Services.

Trust does not have an audit committee.

Any pre-approval and approval of all services performed by the principal auditor or any other

professional service firms and related fees are granted by the Trustee.

The Trustee has appointed Weaver and Tidwell, LLP as the

independent registered public accounting firm to audit the Trust’s financial statements for the fiscal year ending December 31,

The Trustee has appointed Weaver and Tidwell, LLP

as the independent registered public accounting firm to audit the Trust’s financial statements for the fiscal year ending December 31,

During the years ended December 31, 2025 and 2024, Weaver and Tidwell, LLP served as the Trust’s independent registered

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statements included in the Trust’s quarterly reports and annual financial statements.

The Trust has no audit committee, and as a result,

has no audit committee pre-approval policies and procedures with respect to fees paid to Weaver.

Any pre-approval or approval of any services

performed by the principal auditor or any other professional service firms and related fees are granted by the Trustee.

Exhibit and Financial Statement Schedules.

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in Part II, Item 8 of this Form 10-K on the pages indicated:

of Independent Registered Public Accounting Firm (PCAOB Identification No.

of Assets, Liabilities and Trust Corpus

of Distributable Income

of Changes in Trust Corpus

to Financial Statements

Supplementary Information

Report of Independent Registered Public Accounting Firm (PCAOB Identification No.

Statements of Assets, Liabilities and Trust Corpus

Statements of Distributable Income

Statements of Changes in Trust Corpus

Notes to Financial Statements

Unaudited Supplementary Information

(a)(2) Schedules

Schedules have been omitted because they are not

required, not applicable or the information required has been included elsewhere herein.

Financial statement schedules have been omitted

because they are not required, not applicable or the information required has been included elsewhere herein.

(a)(3) Exhibits

See Index to Exhibits.

Form 10-K Summary.

INDEX TO EXHIBITS

The exhibits below are filed or furnished herewith

or incorporated herein by reference.

Agreement 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 York Mellon Trust Company, N.A., as Trustee of Enduro Royalty Trust, and Enduro Texas LLC.

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incorporated herein by reference.

Form 10-K Summary.

Pursuant to the requirements of Section 13

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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