What changed in this filing

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Item 1. Financial Statements

2026-05-08 compared with 2025-11-07 · 67 added, 105 removed, 401 unchanged (30% of the section changed)

1 unchanged sentence

Index to Financial Statements

Statements of Financial Condition at September 30 , 2025 (Unaudited) and December 31, 2024

Schedule of Investments at September 30, 2025 (Unaudited) and December 31, 2024

Statements of Operations (Unaudited) for the three and nine months ended September 30 , 2025 and 2024

Statements of Changes in Partners’ Capital (Unaudited) for the three and nine months ended September 30 , 2025 and 2024

Statements of Cash Flows (Unaudited) for the nine months ended September 30 , 2025 and 2024

Notes to Financial Statements (Unaudited) for the period ended September 30 , 2025

Statements of Financial Condition at March 31, 2026 (Unaudited) and December 31, 2025

Schedule of Investments at March 31, 2026 (Unaudited) and December 31, 2025

Statements of Operations (Unaudited) for the three months ended March 31, 2026 and 2025

Statements of Changes in Partners’ Capital (Unaudited) for the three months ended March 31, 2026 and 2025

Statements of Cash Flows (Unaudited) for the three months ended March 31, 2026 and 2025

Notes to Financial Statements (Unaudited) for the period ended March 31, 2026

United States 12 Month Oil Fund, LP

Statements of Financial Condition

At September 30 , 2025 (Unaudited) and December 31, 2024

September 30, 2025

At March 31 , 2026 (Unaudited) and December 31, 2025

March 31, 2026

December 31, 2025

8 unchanged sentences

Liabilities and Partners’ Capital

Payable due to Broker

General Partner management fees payable (Note 3)

Professional fees payable

Brokerage commissions payable

Directors’ fees payable

14 unchanged sentences

Schedule of Investments (Unaudited)

At September 30 , 2025

At March 31 , 2026

Value/Unrealized

3 unchanged sentences

United States Contracts

NYMEX WTI Crude Oil Futures CL November 2025 contracts, expiring October 2025

NYMEX WTI Crude Oil Futures CL December 2025 contracts, expiring November 2025

NYMEX WTI Crude Oil Futures CL January 2026 contracts, expiring December 2025

NYMEX WTI Crude Oil Futures CL February 2026 contracts, expiring January 2026

NYMEX WTI Crude Oil Futures CL March 2026 contracts, expiring February 2026

NYMEX WTI Crude Oil Futures CL April 2026 contracts, expiring March 2026

NYMEX WTI Crude Oil Futures CL May 2026 contracts, expiring April 2026

4 unchanged sentences

NYMEX WTI Crude Oil Futures CL October 2026 contracts, expiring September 2026

NYMEX WTI Crude Oil Futures CL November 2026 contracts, expiring October 2026

NYMEX WTI Crude Oil Futures CL December 2026 contracts, expiring November 2026

NYMEX WTI Crude Oil Futures CL January 2027 contracts, expiring December 2026

NYMEX WTI Crude Oil Futures CL February 2027 contracts, expiring January 2027

NYMEX WTI Crude Oil Futures CL March 2027 contracts, expiring February 2027

NYMEX WTI Crude Oil Futures CL April 2027 contracts, expiring March 2027

Total Open Futures Contracts *

( 1,594,720 )

Shares/Principal

6 unchanged sentences

* Collateral amounted to $ 0 on open commodity futures contracts.

# Reflects the 7-day yield at September 30, 2025.

# Reflects the 7-day yield at March 31, 2026.

See accompanying notes to financial statements.

20 unchanged sentences

Total Open Futures Contracts *

( 3,032,474 )

Shares/Principal

2 unchanged sentences

United States Money Market Funds

Dreyfus Institutional Preferred Government Money Market Fund - Institutional Shares, 3.71 % #

Morgan Stanley Institutional Liquidity Funds - Government Portfolio - Institutional Shares, 3.69 % #

5 unchanged sentences

Statements of Operations (Unaudited)

For the three and nine months ended September 30 , 2025 and 2024

For the three months ended March 31 , 2026 and 2025

Three months ended

Nine months ended

September 30, 2025

September 30, 2024

September 30, 2025

September 30, 2024

March 31, 2026

March 31, 2025

Gain (loss) on trading of commodity futures contracts:

Realized gain (loss) on closed commodity futures contracts

( 3,166,106 )

Change in unrealized gain (loss) on open commodity futures contracts

( 7,305,767 )

( 1,115,965 )

( 1,798,643 )

Dividend income

2 unchanged sentences

Total Income (Loss)

( 6,859,668 )

( 2,928,068 )

General Partner management fees (Note 3)

4 unchanged sentences

Net Income (Loss)

( 7,039,191 )

( 3,265,475 )

Net Income (Loss) per limited partner share

4 unchanged sentences

Statements of Changes in Partners’ Capital (Unaudited)

For the three and nine months ended September 30 , 2025 and 2024

For the three months ended March 31 , 2026 and 2025

Limited Partners*

1 unchanged sentence

Three months ended

Nine months ended

September 30, 2025

September 30, 2024

September 30, 2025

September 30, 2024

March 31, 2026

March 31, 2025

Balances at beginning of period

3 unchanged sentences

( 3,893,059 )

( 9,168,358 )

( 15,180,678 )

Net income (loss)

( 7,039,191 )

( 3,265,475 )

Balances at end of period

3 unchanged sentences

Statements of Cash Flows (Unaudited)

For the nine months ended September 30 , 2025 and 2024

Nine months ended

September 30, 2025

September 30, 2024

For the three months ended March 31 , 2026 and 2025

Three months ended

March 31, 2026

March 31, 2025

Cash Flows from Operating Activities:

Net income (loss)

( 3,265,475 )

Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:

Change in unrealized (gain) loss on open commodity futures contracts

( 14,961,597 )

(Increase) decrease in dividends receivable

(Increase) decrease in interest receivable

(Increase) decrease in investment securities sold

(Increase) decrease in prepaid other

(Increase) decrease in prepaid insurance

Increase (decrease) payable due to custody

Increase (decrease) in payable due to Broker

Increase (decrease) in General Partner management fees payable

3 unchanged sentences

Net cash provided by (used in) operating activities

( 2,169,824 )

Cash Flows from Financing Activities:

5 unchanged sentences

( 1,992,413 )

( 15,180,678 )

Net Increase (Decrease) in Cash and Cash Equivalents

( 1,781,424 )

( 11,250,749 )

Total Cash, Cash Equivalents and Equity in Trading Accounts, beginning of period

8 unchanged sentences

Notes to Financial Statements (Unaudited)

For the period ended September 30 , 2025

For the period ended March 31 , 2026

NOTE 1 — ORGANIZATION AND BUSINESS

21 unchanged sentences

(It is important to note that the disclosure above ignores the potential costs associated with physically owning and storing crude oil, which could be substantial).

As of September 30, 2025, USL held 665 Oil Futures Contracts for light, sweet crude oil traded on the NYMEX and did not hold any Oil Futures Contracts traded on the ICE Futures.

As of March 31, 2026, USL held 758 Oil Futures Contracts for light, sweet crude oil traded on the NYMEX and did not hold any Oil Futures Contracts traded on the ICE Futures.

USL commenced investment operations on December 6, 2007 and has a fiscal year ending on December 31.

15 unchanged sentences

USL also commenced investment operations on December 6, 2007, by purchasing Oil Futures Contracts traded on the NYMEX based on light, sweet crude oil.

As of September 30, 2025, USL had registered an unlimited number of shares available for issuance.

As of March 31, 2026, USL had registered an unlimited number of shares available for issuance.

On April 28, 2023, the SEC declared effective a registration statement filed by USL that registered an unlimited number of shares.

11 unchanged sentences

All such transactions are recorded on the identified cost basis and marked to market daily.

Unrealized gains or losses on open contracts are reflected in the statements of financial condition and represent the difference between the original contract amount and the market value (as determined by exchange settlement prices for futures contracts and related options and cash dealer prices at a predetermined time for swap and forward contracts, physical commodities, and their related options) as of the last business day of the year or as of the last date of the financial statements.

Unrealized gains or losses on open contracts are reflected in the statements of financial condition and represent the difference between the original contract amount and the market value (as determined by exchange settlement prices for futures contracts and related options and cash dealer prices at a predetermined time for forward contracts, physical commodities, and their related options) as of the last business day of the year or as of the last date of the financial statements.

Changes in the unrealized gains or losses between periods are reflected in the statements of operations.

USL earns income on funds held at the custodian or FCMs at prevailing market rates earned on such investments.

Brokerage Commissions

Brokerage commissions on all open commodity futures contracts are accrued on a full-turn basis.

USL is not subject to federal income taxes;

9 unchanged sentences

USL recognizes interest accrued related to unrecognized tax benefits and penalties related to unrecognized tax benefits in income tax fees payable, if assessed.

No interest expense or penalties have been recognized as of and for the period ended September 30, 2025.

No interest expense or penalties have been recognized as of and for the period ended March 31, 2026.

Creations and Redemptions

13 unchanged sentences

The weighted average shares are equal to the number of shares outstanding at the end of the period, adjusted proportionately for shares added and redeemed based on the amount of time the shares were outstanding during such period.

There were no shares held by USCF at September 30, 2025.

Offering Costs

Offering costs incurred in connection with the registration of additional shares after the initial registration of shares are borne by USL.

These costs include registration fees paid to regulatory agencies and all legal, accounting, printing and other expenses associated with such offerings.

These costs are accounted for as a deferred charge and thereafter amortized to expense over twelve months on a straight-line basis or a shorter period if warranted.

There were no shares held by USCF at March 31, 2026.

Cash Equivalents

8 unchanged sentences

The segment derives its revenues from investments made in accordance with the defined investment strategy of USL, as prescribed in USL’s prospectus.

The Chief Operating Decision Maker (“CODM”) is the general partner, USCF.

The Chief Operating Decision Maker (“CODM”) is the Chief Executive Officer (“CEO”) of the general partner, USCF.

The CODM monitors the operating results of the Fund as part of making decisions for allocating resources and evaluating performance.

7 unchanged sentences

These costs include registration or other fees paid to regulatory agencies in connection with the offer and sale of shares, and all legal, accounting, printing and other expenses associated with such offer and sale.

For the nine months ended September 30, 2025 and 2024, USL did no t incur registration fees and other offering expenses.

For the three months ended March 31, 2026 and 2025, USL did no t incur registration fees and other offering expenses.

Independent Directors’ and Officers’ Expenses

5 unchanged sentences

Pursuant to the agreement, USL and the Related Public Funds, other than BNO, USCI and CPER, pay a licensing fee that is equal to 0.015 % on all net assets.

During the nine months ended September 30, 2025 and 2024, USL incurred $ 4,945 and $ 7,021 , respectively under this arrangement.

During the three months ended March 31, 2026 and 2025, USL incurred $ 1,711 and $ 1,778 , respectively under this arrangement.

Investor Tax Reporting Cost

26 unchanged sentences

USL also incurs commissions to brokers for the purchase and sale of Oil Futures Contracts, Other Oil-Related Investments or short-term obligations of the United States of two years or less (“Treasuries”).

Nine months ended

September 30, 2025

September 30, 2024

Three months ended

March 31, 2026

March 31, 2025

Total commissions accrued to brokers

Total commissions as annualized percentage of average total net assets

The decrease in total commissions accrued to brokers for the nine months ended September 30, 2025, compared to the nine months ended September 30, 2024, was due primarily to a lower number of crude oil futures contracts being held and traded.

The increase in total commissions accrued to brokers for the three months ended March 31, 2026, compared to the three months ended March 31, 2025, was due primarily to a higher number of crude oil futures contracts being held and traded.

NYMEX Licensing Agreement

15 unchanged sentences

The Commodity Exchange Act requires FCMs to segregate all customer transactions and assets from the FCM’s proprietary transactions and assets.

To reduce the credit risk that arises in connection with OTC swaps, USL will generally enter into an agreement with each counterparty based on the Master Agreement published by the International Swaps and Derivatives Association, Inc., which provides for the netting of its overall exposure to its counterparty.

The Master Agreement is negotiated as between the parties and would address, among other things, the exchange of margin between the parties.

(“ISDA”), that provides for the netting of its overall exposure to its counterparty and, consistent with applicable regulatory requirements, the posting by each party to cover the mark-to-market exposure of a counterparty to the other counterparty is required.

Futures contracts, options on futures contracts and cleared swaps involve, to varying degrees, elements of market risk (specifically commodity price risk) and exposure to loss in excess of the amount of variation margin.

5 unchanged sentences

As a result, it may be difficult to obtain an independent value for an outstanding OTC derivatives transaction.

Market volatility is attributable to things like the COVID-19 pandemic and related supply chain disruptions, war (such as the Russia-Ukraine war), continuing disputes among natural gas-producing countries, the introduction of or changes in tariffs or trade barriers, and trade wars between nations.

Market volatility is attributable to things like the COVID-19 pandemic and related supply chain disruptions, military conflicts and war, such as the Russia-Ukraine war, military conflicts in the Middle East, continuing disputes among oil-producing countries, the introduction of or changes in tariffs or trade barriers, and trade wars between nations.

Events such as these, and others, could cause volatility in the future, which may affect the value, pricing and liquidity of some investments or other assets, including those held by or invested in by USL and the impact of which could limit USL’s ability to have a substantial portion of its assets invested in the Benchmark Oil Futures Contracts.

In such a circumstance, USL could, if it determined it appropriate to do so in light of market conditions and regulatory requirements, invest in other Oil Futures Contracts and/or Other Oil-Related Investments, such as OTC swaps.

All of the futures contracts held by USL through September 30, 2025, were exchange-traded.

All of the futures contracts held by USL through March 31, 2026, were exchange-traded.

The risks associated with exchange-traded contracts are generally perceived to be less than those associated with OTC swaps since, in OTC swaps, a party must rely solely on the credit of its respective individual counterparties.

11 unchanged sentences

USL is exposed to any risk of loss associated with an investment in such money market funds.

As of September 30, 2025 and December 31, 2024, USL held investments in money market funds in the amounts of $ 31,630,000 and $ 19,630,000 , respectively.

As of March 31, 2026 and December 31, 2025, USL held investments in money market funds in the amounts of $ 41,630,000 and $ 26,630,000 , respectively.

USL also holds cash deposits with its custodian and FCMs.

As of September 30, 2025 and December 31, 2024, USL held cash deposits in the amounts of $ 10,800,813 and $ 30,295,668 respectively, with the custodian and FCMs.

As of March 31, 2026 and December 31, 2025, USL held cash deposits in the amounts of $ 11,725,404 and $ 13,095,438 respectively, with the custodian and FCMs.

Some or all of these amounts may be subject to loss should USL’s custodian and/or FCMs cease operations.

5 unchanged sentences

The financial instruments held by USL are reported in its statements of financial condition at market or fair value, or at carrying amounts that approximate fair value, because of their highly liquid nature and short-term maturity.

For the nine months ended September 30, 2025 and 2024, the monthly average volume of open future contract notional value was $ 45,919,860 and $ 61,651,364 , respectively.

For the three months ended March 31, 2026 and 2025, the monthly average volume of open future contract notional value was $ 41,894,153 and $ 48,694,488 , respectively.

NOTE 6 — FINANCIAL HIGHLIGHTS

The following table presents per share performance data and other supplemental financial data for the three and nine months ended September 30, 2025 and 2024 for the shareholders.

The following table presents per share performance data and other supplemental financial data for the three months ended March 31, 2026 and 2025 for the shareholders.

This information has been derived from information presented in the financial statements.

1 unchanged sentence

Three months ended

Nine months ended

September 30, 2025

September 30, 2024

September 30, 2025

September 30, 2024

March 31, 2026

March 31, 2025

Per Share Operating Performance:

27 unchanged sentences

The level in the fair value hierarchy within which the fair value measurement in its entirety falls shall be determined based on the lowest input level that is significant to the fair value measurement in its entirety.

The following table summarizes the valuation of USL’s securities at September 30, 2025 using the fair value hierarchy:

At September 30, 2025

The following table summarizes the valuation of USL’s securities at March 31, 2026 using the fair value hierarchy:

At March 31, 2026

Short-Term Investments

1 unchanged sentence

United States Contracts

( 1,594,720 )

The following table summarizes the valuation of USL’s securities at December 31, 2025 using the fair value hierarchy:

3 unchanged sentences

United States Contracts

( 3,032,474 )

Effective January 1, 2009, USL adopted the provisions of Accounting Standards Codification 815 – Derivatives and Hedging, which require presentation of qualitative disclosures about objectives and strategies for using derivatives, quantitative disclosures about fair value amounts and gains and losses on derivatives.

The Effect of Derivative Instruments on the Statement of Operations

Fair Value of Derivative Instruments

2 unchanged sentences

Fair Value at

September 30,

Derivatives not Accounted for as Hedging Instruments

3 unchanged sentences

( 3,032,474 )

For the nine months ended

September 30, 2025

September 30, 2024

The Effect of Derivative Instruments on the Statements of Operations

For the three months ended

March 31, 2026

March 31, 2025

Gain (Loss) on

2 unchanged sentences

on Derivatives

in Derivatives

Recognized in

6 unchanged sentences

Realized gain (loss) on closed commodity futures contracts

( 3,166,106 )

Change in unrealized gain (loss) on open commodity futures contracts

( 1,115,965 )

( 1,798,643 )

NOTE 8 — SUBSEQUENT EVENTS

2 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.

What changed 10-Q

Item 1. Financial Statements