What changed in this filing

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Item 1. Financial Statements

2025-05-08 compared with 2024-11-07 · 123 added, 222 removed, 231 unchanged (60% of the section changed)

3 unchanged sentences

Three months ended

September 30,

Nine months ended

September 30,

Income from net profits interest

Cash on hand used (withheld) for Trust expenses

Cash on hand withheld for Trust expenses

General and administrative expenses (1)

Distributable income

Distributions per Trust unit (17,000,000 Trust units issued and outstanding at September 30, 2024 and 2023)

(1) Includes $31,215 and $30,014 paid to VOC Brazos Energy Partners, LP (“VOC Brazos”) during the three months ended September 30,

2024 and 2023, respectively, and $92,444 and $88,888 during the nine months ended September 30, 2024 and 2023, respectively.

includes $37,500 paid to The Bank of New York Mellon Trust Company, N.A.

during each of the three months ended September 30, 2024

and 2023 and $112,500 during each of the nine months ended September 30, 2024 and 2023, respectively.

Distributions per Trust unit (17,000,000 Trust units issued and outstanding at March 31, 2025 and 2024)

(1) Includes $31,215 and $30,014 paid to VOC Brazos Energy Partners, LP (“VOC Brazos”) during the three months ended March 31,

2025 and 2024, respectively, and $37,500 paid to The Bank of New York Mellon Trust Company, N.A.

during each of the three-month periods

ended March 31, 2025 and 2024.

STATEMENTS OF ASSETS AND TRUST CORPUS

September 30,

Cash and cash equivalents

3 unchanged sentences

(130,464,406 )

Trust corpus, 17,000,000 Trust units issued and outstanding at September 30, 2024 and December 31, 2023

Trust corpus, 17,000,000 Trust units issued and outstanding at March 31, 2025 and December 31, 2024

STATEMENTS OF CHANGES IN TRUST CORPUS

Three months ended

September 30,

Nine months ended

September 30,

Trust corpus, beginning of period

1 unchanged sentence

Cash distributions

(11,390,000 )

Trust expenses

2 unchanged sentences

The accompanying notes are an integral part of

these condensed financial statements.

these financial statements.

VOC ENERGY TRUST

4 unchanged sentences

to a Trust Agreement dated November 3, 2010 (as amended and restated on May 10, 2011, the “Trust Agreement”) among

VOC Brazos Energy Partners, L.P., a Texas limited partnership (“VOC Brazos”), as trustor, The Bank of New York Mellon

Trust Company, N.A., as Trustee (the “Trustee”), and Wilmington Trust Company, as Delaware Trustee (the “Delaware Trustee”).

VOC Brazos Energy Partners, L.P., a Texas limited partnership (“VOC Brazos”), as trustor, The Bank of New York Mellon Trust

Company, N.A., as Trustee (the “Trustee”), and Wilmington Trust Company, as Delaware Trustee (the “Delaware Trustee”).

The Trust was created to acquire and hold a term net profits interest for the benefit of the Trust unitholders.

6 unchanged sentences

May 2011, VOC Brazos acquired all of the membership interests in VOC Kansas in exchange for newly issued limited partner interests

in VOC Brazos pursuant to a Contribution and Exchange Agreement, dated August 30, 2010, as amended, by and between VOC Brazos and

in VOC Brazos pursuant to a Contribution and Exchange Agreement, dated August 30, 2010, as amended, by and between VOC Brazos

and VOC Kansas.

This resulted in VOC Kansas becoming a wholly-owned subsidiary of VOC Brazos.

17 unchanged sentences

wind up its affairs and terminate.

As of September 30, 2024, cumulatively, since

As of March 31, 2025, cumulatively, since

inception, the Trust has received payment for 80% of the net proceeds attributable to VOC Brazos’

interest from the sale of 9.3

MMBoe of production from the underlying properties (which is the equivalent of 7.2 MMBoe in respect of the net profits interest).

MMBoe of production from the underlying properties (which is the equivalent of 7.4 MMBoe (unaudited) in respect of the net profits

The Trustee can authorize the Trust to borrow money

8 unchanged sentences

Corpus as of December 31, 2024, which has been derived from audited financial statements, and the unaudited interim financial statements

as of September 30, 2024 and for the three- and nine-month periods ended September 30, 2024 and 2023, have been prepared pursuant

to the rules and regulations of the Securities and Exchange Commission (the “SEC”).

Accordingly, certain information

and note disclosures normally included in annual financial statements have been omitted pursuant to those rules and regulations.

as of March 31, 2025 and for the three-month periods ended March 31, 2025 and 2024, have been prepared pursuant to the rules and

regulations of the Securities and Exchange Commission (the “SEC”).

Accordingly, certain information and note disclosures normally

included in annual financial statements have been omitted pursuant to those rules and regulations.

The preparation of financial statements requires

20 unchanged sentences

The actual cash distributions of the

Trust will be made based on the terms of the conveyance that created the Trust’s net profits interest.

Trust will be made based on the terms of the conveyance creating the Trust’s net profits interest.

Expenses of the Trust, which

16 unchanged sentences

There was no impairment of the investment in the net profits interest

during the quarters ended September 30, 2024 or 2023.

during the quarters ended March 31, 2025 or 2024.

The Trust has one business activity as the owner

of an investment in net profits interest, as reported in accompanying the Statements of Assets and Trust Corpus, and operates in a single

operating and reportable segment.

Operating segments are defined as components of an entity for which separate financial information is

evaluated regularly by the chief operating decision maker (the “CODM”), which is the Trustee.

The segment participates in

activities and derives its income from net profits interest as reported in the accompanying Statements of Distributable Income, and the

CODM uses this in making decisions about the allocation of cash reserves for current and future Trust general and administrative expenses

and the ultimate distribution to the Trust unitholders.

No new accounting pronouncements were adopted or

issued during the quarter ended September 30, 2024 that would impact the financial statements of the Trust.

issued during the quarter ended March 31, 2025 that would impact the financial statements of the Trust.

Investment in Net Profits Interest

12 unchanged sentences

Three months ended

September 30,

Nine months ended

September 30,

Excess of revenues over direct operating expenses and lease equipment and development costs (1)

4 unchanged sentences

(1) Excess of revenues over direct operating expenses and lease equipment and development costs reflect expenses and costs incurred by

VOC Brazos during each of the March through May production periods for the three months ended September 30 and during each

of the September through May production periods for the nine months ended September 30.

Pursuant to the terms of the conveyance

of the net profits interest, lease equipment and development costs are to be deducted when calculating the distributable income to the

VOC Brazos during the September through November production period.

Pursuant to the terms of the conveyance of the net profits

interest, lease equipment and development costs are to be deducted when calculating the distributable income to the Trust.

(2) Pursuant to the terms of the conveyance of the net profits interest, VOC Brazos can reserve up to $1.0 million for future development,

maintenance or operating expenditures at any time.

During the three months ended September 30, 2024 and 2023, and the nine months

ended September 30, 2024 and 2023, VOC Brazos did not withhold or release any dollar amounts due to the Trust from the reserve.

reserve balance was $1.0 million at September 30, 2024 and 2023.

During the three months ended March 31, 2025 and 2024, VOC Brazos did not withhold

or release any dollar amounts due to the Trust from the reserve.

The reserve balance was $1.0 million at March 31, 2025 and 2024.

(3) The income from net profits interest is based upon the cash receipts from VOC Brazos for the oil and gas production.

1 unchanged sentence

thus, the cash received by the Trust during the three

months ended September 30, 2024 substantially represents production by VOC Brazos from March 2024 through May 2024, and

the cash received by the Trust during the three months ended September 30, 2023 substantially represents production by VOC Brazos

from March 2023 through May 2023.

The cash received by the Trust during the nine months ended September 30, 2024 substantially

represents production by VOC Brazos from September 2023 through May 2024, and the cash received by the Trust during the nine

months ended September 30, 2023 substantially represents production by VOC Brazos from September 2022 through May 2023.

For the three and nine months ended September 30,

months ended March 31, 2025 substantially represents production by VOC Brazos from September 2024 through November 2024.

The cash received by the Trust during the three months ended March 31, 2024 substantially represents production by VOC Brazos from

September 2023 through November 2023.

For the three months ended March 31, 2025

and 2024, MV Purchasing, LLC, an affiliate of VOC Brazos, purchased a significant portion of the production of the underlying properties.

13 unchanged sentences

From the first quarter of 2022 to the second quarter of 2023, the Trustee withheld a portion of the proceeds otherwise available

for distribution each quarter to build an approximately $1.175 million cash reserve for the payment of future known, anticipated or contingent

expenses or liabilities of the Trust.

The Trustee may increase or decrease the targeted amount at any time and may increase or decrease

the rate at which it is withholding funds to build the cash reserve at any time, without advance notice to the unitholders.

in reserve will be invested as required by the Trust Agreement.

Any cash reserved in excess of the amount necessary to pay or provide

for the payment of future known, anticipated or contingent expenses or liabilities eventually will be distributed to unitholders, together

with interest earned on the funds.

This cash reserve is included in cash and cash equivalents on the accompanying Statements of Assets

and Trust Corpus.

for distribution each quarter and built a $1.175 million cash reserve for the payment of future known, anticipated or contingent expenses

or liabilities of the Trust.

The Trustee may increase or decrease this reserve amount at any time and may increase or decrease the rate

at which it withholds funds to build the cash reserve at any time, without advance notice to the unitholders.

Cash held in reserve will

be invested as required by the Trust Agreement.

Any cash reserved in excess of the amount necessary to pay or provide for the payment

of future known, anticipated or contingent expenses or liabilities eventually will be distributed to unitholders, together with interest

earned on the funds.

This cash reserve is included in cash and cash equivalents on the accompanying Statements of Assets and Trust Corpus.

The first quarterly distribution during 2025 was

1 unchanged sentence

Such distribution included the net proceeds of production collected by VOC Brazos from October 1, 2024 through December 31,

The second quarterly distribution during 2024 was

$3,060,000, or $0.18 per Trust Unit, and was made on May 15, 2024 to Trust unitholders owning Trust Units as of April 30, 2024.

Such distribution

included the net proceeds of production collected by VOC Brazos from January 1, 2024 through March 31, 2024.

The third quarterly distribution during 2024 was

$3,060,000, or $0.18 per Trust Unit, and was made on August 14, 2024 to Trust unitholders owning Trust Units as of July 30, 2024.

Such distribution included the net proceeds of production collected by VOC Brazos from April 1, 2024 through June 30, 2024.

The first quarterly distribution during 2024 was

1 unchanged sentence

Such distribution included the net proceeds of production collected by VOC Brazos from October 1, 2023 through December 31,

2022 and was net of $231,030 withheld by the Trustee towards the building of the cash reserve described above and with that amount, the

targeted reserve was fully funded.

The second quarterly distribution during 2023 was

$3,910,000, or $0.23 per Trust Unit, and was made on May 12, 2023 to Trust unitholders owning Trust Units as of May 1, 2023.

Such distribution included the net proceeds of production collected by VOC Brazos from January 1, 2023 through March 31,

The third quarterly distribution during 2023 was

$3,570,000, or $0.21 per Trust Unit, and was made on August 14, 2023 to Trust unitholders owning Trust Units as of August 1,

Such distribution included the net proceeds of production collected by VOC Brazos from April 1, 2023 through June 30,

Advance for Trust Expenses

1 unchanged sentence

is allowed to borrow money to pay Trust expenses.

During the three and nine months ended September 30, 2024 and 2023, there were

no borrowings or amounts owed for money borrowed in previous quarters.

Under the terms of the Trust Agreement, VOC Brazos has provided

a letter of credit in the amount of $1.7 million to the Trustee to protect the Trust against the risk that it does not have sufficient

cash to pay future expenses.

During the three months ended March 31, 2025 and 2024, there were no borrowings

or amounts owed for money borrowed in previous quarters.

Under the terms of the Trust Agreement, VOC Brazos has provided a letter of credit

in the amount of $1,700,000 to the Trustee to protect the Trust against the risk that it does not have sufficient cash to pay future expenses.

Subsequent Events

On October 17, 2024, the Trust announced a

Trust distribution of net profits for the quarterly payment period ended September 30, 2024.

Unitholders of record on October 30,

2024 will receive a distribution amounting to $3,060,000, or $0.18 per Trust Unit, which will be paid on November 14, 2024.

Trustee’s Discussion and Analysis of Financial Condition

and Results of Operations.

On April 17, 2025, the Trust announced a Trust

distribution of net profits for the first quarterly payment period ended March 31, 2025.

Unitholders of record on April 30,

2025 will receive a distribution amounting to $2,210,000, or $0.13 per Trust Unit, which will be paid on May 15, 2025.

Trustee’s Discussion and Analysis of Financial Condition and Results of Operations.

The following discussion of the Trust’s financial

7 unchanged sentences

Results of Operations

Results of Operations for the Quarters Ended September 30,

2024 and 2023

Results of Operations for the Quarters Ended March 31, 2025

The following is a summary of income from net profits

interest received by the Trust for the three months ended September 30, 2024 and 2023 consisting of the July distribution for

interest received by the Trust for the three months ended March 31, 2025 and 2024 consisting of the January distribution for

each respective year:

Three months ended

September 30,

Sales volumes:

16 unchanged sentences

The cash received by the Trust from VOC Brazos

during the quarter ended September 30, 2024 substantially represents the production by VOC Brazos from March 2024 through May 2024.

The cash received by the Trust from VOC Brazos during the quarter ended September 30, 2023 substantially represents the production

by VOC Brazos from March 2023 through May 2023.

The revenues from oil production are typically received by VOC Brazos one month

after production.

Oil and natural gas sales were $9,270,907 for the three months ended September 30, 2024, an increase of $30,322

or 0.3% from $9,240,585 for the three months ended September 30, 2023.

Revenues are a function of oil and natural gas volumes sold

and prices received.

The increase in gross proceeds was due to an increase in the market price for oil sales partially offset by decreases

in oil and natural gas sales volumes and the market price for natural gas sales during the third quarter of 2024.

During the three months

ended September 30, 2024, the average price for oil increased 9.6% to $78.36 per Bbl and the average price for natural gas decreased

5.8% to $2.74 per Mcf.

Oil sales volumes were 116,006 Bbls for the three months ended September 30, 2024, a decrease of 10,367

Bbls or 8.2% from 126,373 Bbls for the three months ended September 30, 2023, while natural gas sales volumes were 65,815 Mcf,

a decrease of 5,149 Mcf or 7.3% from 70,964 Mcf for the same period in 2023.

Lease operating expenses were $3,784,091 for the three months ended September 30, 2024, an increase of $230,900 or 6.5% from $3,553,191

for the three months ended September 30, 2023.

Production and property taxes were $539,469 for the three months ended September 30,

2024, a decrease of $118,015 or 17.9% from $657,484 for the same period in 2023.

Such decrease is the result of a decrease of $72,803

or 29.2% in production taxes due primarily to lower sales volumes for oil and natural gas and a decrease of $45,212 or 11.1% in property

Development expenses were $699,074 for the three months ended September 30, 2024, an increase of $403,103 or 136.2% from $295,971

for the same period in 2023.

Such increase was primarily due to increased development activity during the three months ended September

30, 2024, compared to the three months ended September 30, 2023.

during the quarter ended March 31, 2025 substantially represents the production by VOC Brazos from September 2024 through November 2024.

The cash received by the Trust from VOC Brazos during the quarter ended March 31, 2024 substantially represents the production

by VOC Brazos from September 2023 through November 2023.

The revenues from oil production are typically received by VOC Brazos

one month after production.

Oil and natural gas sales were $7,561,618 for the three months ended March 31, 2025, a decrease of $2,132,917

or 22.0% from $9,694,535 for the three months ended March 31, 2024.

Revenues are a function of oil and natural gas sales prices and

volumes sold.

The decrease in gross proceeds was due to decreases in market prices for oil and natural gas and by decreases in oil and

natural gas sales volumes during the first quarter of 2025.

During the three months ended March 31, 2025, the average price for oil

decreased 16.8% to $67.71 per Bbl and the average price for natural gas decreased 20.7% to $2.57 per Mcf.

During the three months ended

March 31, 2025, oil sales volumes were 109,158 Bbls, a decrease of 7,247 Bbls or 6.2% from 116,405 Bbls for the three months ended

March 31, 2024, while natural gas sales volumes were 66,598 Mcf, a decrease of 1,323 Mcf or 1.9 % from 67,921 Mcf for the same period

Lease operating expenses were $3,431,201 for the three months ended March 31, 2025, a decrease of $476,449 or 12.2% from $3,907,650

for the three months ended March 31, 2024.

Production and property taxes were $842,349 for the three months ended March 31,

2025, an increase of $7,865 or 0.9% from $834,484 for the same period in 2024.

Such an increase is primarily due to a $64,737 or 11.1%

increase in property taxes partially offset by a $56,872 or 22.6% decrease in production taxes due primarily to lower sales volumes and

sales prices for oil and natural gas.

Development expenses were $914,543 for the three months ended March 31, 2025, an increase of

$467,284 or 104.5% from $447,259 for the same period in 2024.

Such increase was primarily due to an increase in development expenses primarily

from three significant workovers during the three months ended March 31, 2025, compared to the three months ended March 31,

of revenues over direct operating expenses and lease equipment and development costs .

The excess of revenues over direct operating

expenses and lease equipment and development costs from the underlying properties was $4,248,273 for the three months ended September 30,

2024, a decrease of $485,666 or 10.3% from $4,733,939 for the three months ended September 30, 2023.

expenses and lease equipment and development costs from the underlying properties was $2,373,525 for the three months ended March 31,

2025, a decrease of $2,131,617 or 47.3% from $4,505,142 for the three months ended March 31, 2024.

The Trust’s 80% net profits

interest of these totals was $3,398,618 and $3,787,151, respectively.

During the three months ended September 30, 2024 and 2023,

VOC Brazos did not withhold or release any dollar amounts due to the Trust from the previously established cash reserve for future development,

interest of these totals were $1,898,820 and $3,604,114, respectively.

During the three months ended March 31, 2025 and 2024, VOC

Brazos did not withhold or release any dollar amounts due to the Trust from the previously established cash reserve for future development,

maintenance or operating expenditures, which resulted in income from the net profits interest of $1,898,820 and $3,604,114 for such periods,

1 unchanged sentence

These amounts were reduced by a Trustee holdback for current estimated Trust expenses of $453,820 and $374,114 for the three

months ended September 30, 2024 and 2023, respectively.

The Trustee paid general and administrative expenses of $202,488 for the

three months ended September 30, 2024, a decrease of $54,732 from $257,220 for the three months ended September 30, 2023.

factors resulted in distributable income for the three months ended September 30, 2024 of $3,060,000, a decrease of $510,000 from

$3,570,000 for the three months ended September 30, 2023.

Results of Operations for the Nine Months Ended September 30,

2024 and 2023

The following is a summary of income from net profits

interest received by the Trust for the nine months ended September 30, 2024 and 2023 consisting of the January, April and July distributions

for each respective year:

Nine months ended

September 30,

Sales volumes:

Natural gas (Mcf)

Average sales prices:

Oil (per Bbl)

Natural gas (per Mcf)

Gross proceeds:

Natural gas sales

Total gross proceeds

Production and development costs:

Lease operating expenses

Production and property taxes

Development expenses

Excess of revenues over direct operating expenses and lease equipment and development costs

Times net profits interest over the term of the Trust

Income from net profits interest before reserve adjustments

VOC Brazos reserve for future development, maintenance or operating expenditures

Income from net profits interest

The cash received by the Trust from VOC Brazos

during the nine months ended September 30, 2024 substantially represents the production by VOC Brazos from September 2023 through

The cash received by the Trust from VOC Brazos during the nine months ended September 30, 2023 substantially

represents the production by VOC Brazos from September 2022 through May 2023.

The revenues from oil production are typically

received by VOC Brazos one month after production.

Oil and natural gas sales were $27,041,669 for the nine months ended September 30, 2024, a decrease of

$2,751,509 or 9.2% from $29,793,178 for the nine months ended September 30, 2023.

Revenues are a function of oil and natural

gas volumes sold and prices received.

The decrease in gross proceeds was due to decreases in oil and natural gas sales volumes and

in the market price for natural gas sales partially offset by a slight increase in the market price for oil sales during the nine months

ended September 30, 2024.

During the nine months ended September 30, 2024, the average price for oil increased 1.2% to

$77.10 per Bbl and the average price for natural gas decreased 44.3% to $3.03 per Mcf.

Oil sales volumes were 342,945 Bbls for the nine

months ended September 30, 2024, a decrease of 31,799 Bbls or 8.5% from 374,744 Bbls for the nine months ended September 30,

2023, while natural gas sales volumes were 198,544 Mcf, a decrease of 30,565 Mcf or 13.3% from 229,109 Mcf for the same period in

These oil and natural gas sales volume decreases are partially the result of severe winter storms in January 2024 that affected

Kansas and Texas and resulted in a curtailment of production on certain of the underlying properties, as discussed in the Trust’s

Current Report on Form 8-K filed on January 19, 2024.

The snow and ice associated with those storms disabled electrical power to the affected

underlying properties for an extended period, rendering some properties inaccessible, and generally created difficult working conditions.

Lease operating expenses were $11,004,093 for the nine months ended September 30, 2024, a decrease of $209,285 or 1.9% from $11,213,378

for the nine months ended September 30, 2023.

Production and property taxes were $1,557,681 for the nine months ended September 30,

2024, a decrease of $273,245 or 14.9% from $1,830,926 for the nine months ended September 30, 2023.

Such decrease is the result of

a decrease of $201,827 or 24.1% in production taxes due primarily to lower sales volumes for oil and natural gas and a decrease of $71,418

or 7.2% in property taxes.

Development expenses were $1,504,651 for the nine months ended September 30, 2024, an increase of $178,208

or 13.4% from $1,326,443 for the same period in 2023.

Such increase was primarily due to increased development activity during the nine

months ended September 30, 2024, compared to the nine months ended September 30, 2023.

of revenues over direct operating expenses and lease equipment and development costs.

The excess of revenues over direct

operating expenses and lease equipment and development costs from the underlying properties was $12,975,244 for the nine months ended

September 30, 2024, a decrease of $2,447,187 or 15.9% from $15,422,431 for the nine months ended September 30, 2023.

Trust’s 80% net profits interest of these totals was $10,380,195 and $12,337,945, respectively.

During the nine months ended September 30,

2024 and 2023, VOC Brazos did not withhold or release any dollar amounts due to the Trust from the previously established cash reserve

for future development, maintenance or operating expenditures, which resulted in income from the net profits interest of $10,380,195 and

$12,337,945 for such periods, respectively.

These amounts were reduced by a Trustee holdback for current estimated Trust expenses of $1,030,195

and $716,915 for the nine months ended September 30, 2024 and 2023, respectively, and a Trustee holdback for future estimated Trust

expenses of $231,030 for the nine months ended September 30, 2023.

The Trustee paid general and administrative expenses of $679,784

for the nine months ended September 30, 2024, a decrease of $188,864 from $868,648 for the nine months ended September 30, 2023.

These factors resulted in distributable income of $9,350,000 for the nine months ended September 30, 2024 and $11,390,000 for the

nine months ended September 30, 2023.

months ended March 31, 2025 and 2024, respectively.

The Trustee paid general and administrative expenses of $412,521 for the three

months ended March 31, 2025, an increase of $56,062 from $356,459 for the three months ended March 31, 2024.

These factors resulted

in distributable income for the three months ended March 31, 2025 of $1,445,000, a decrease of $1,785,000 from $3,230,000 for the

three months ended March 31, 2024.

Liquidity and Capital Resources

7 unchanged sentences

by the Trustee) in that quarter, over the Trust’s expenses paid for that quarter.

Available funds are reduced by any cash that

the Trustee decides to reserve for future development, maintenance or operating expenses.

As of September 30, 2024, the Trustee held

$1,779,712 as cash and cash equivalents on the accompanying Statements of Assets and Trust Corpus, which includes the $1.175 million cash

reserve described below, as such a reserve.

Available funds are reduced by any cash

that the Trustee decides to reserve for future development, maintenance or operating expenses.

As of March 31, 2025, the Trustee

held $1,785,976 as cash and cash equivalents on the accompanying Statements of Assets and Trust Corpus, which includes the $1.175 million

cash reserve described below, as such a reserve.

The Trustee may cause the Trust to borrow funds

1 unchanged sentence

If the Trust borrows funds, the Trust unitholders will not receive distributions until the borrowed funds are repaid.

the three and nine months ended September 30, 2024 and 2023, there were no such borrowings.

During the three months ended March 31, 2025 and 2024, there were no such borrowings.

VOC Brazos has provided a letter of credit

1 unchanged sentence

From the first quarter of 2022 to the second quarter

of 2023, the Trustee withheld a portion of the proceeds otherwise available for distribution each quarter to build an approximately $1.175

million cash reserve for the payment of future known, anticipated, or contingent expenses or liabilities of the Trust.

This amount is

in addition to the $1.7 million letter of credit described above.

The Trustee may increase or decrease the targeted amount at any time

and may increase or decrease the rate at which it withholds funds to build the cash reserve at any time, without advance notice to the

Cash held in reserve will be invested as required by the Trust Agreement.

Any cash reserved in excess of the amount necessary

to pay or provide for the payment of future known, anticipated or contingent expenses or liabilities eventually will be distributed to

unitholders, together with interest earned on the funds.

of 2023, the Trustee withheld a portion of the proceeds otherwise available for distribution each quarter and built a $1.175 million cash

reserve for the payment of future known, anticipated or contingent expenses or liabilities of the Trust.

This amount is in addition to

the $1.7 million letter of credit described above.

The Trustee may increase or decrease this reserve amount at any time and may increase

or decrease the rate at which it withholds funds to build the cash reserve at any time, without advance notice to the unitholders.

held in reserve will be invested as required by the Trust Agreement.

Any cash reserved in excess of the amount necessary to pay or provide

for the payment of future known, anticipated or contingent expenses or liabilities eventually will be distributed to Trust unitholders.

Income to the Trust from the net profits interest

8 unchanged sentences

the impact on distributions of uneven capital expenditure timing.

The cash reserve balance was $1,000,000 at September 30, 2024 and

The cash reserve balance was $1,000,000 on March 31, 2025 and 2024,

respectively.

Note Regarding Forward-Looking Statements

6 unchanged sentences

and Results of Operations”, are forward-looking statements.

Although VOC Brazos advised the Trust that it believes that the

expectations reflected in the forward-looking statements contained herein are reasonable, such expectations may not prove to have been

Important factors that could cause actual results to differ materially from expectations (“Cautionary Statements”)

are disclosed in this Form 10-Q and in the Trust’s Annual Report on Form 10-K for the year ended December 31, 2023

(the “Form 10-K”), including under the section “Item 1A.

Although VOC Brazos advised the Trust that it believes that the expectations

reflected in the forward-looking statements contained herein are reasonable such expectations may not prove to have been correct.

factors that could cause actual results to differ materially from expectations (“Cautionary Statements”) are disclosed in

this Form 10-Q and in the Trust’s Annual Report on Form 10-K for the year ended December 31, 2024 (the “Form 10-K”),

including under the section “Item 1A.

Risk Factors”.

All subsequent written and oral

forward-looking statements attributable to the Trust or persons acting on its behalf are expressly qualified in their entirety by the

Cautionary Statements.

All subsequent written and oral forward-looking statements attributable

to the Trust or persons acting on its behalf are expressly qualified in their entirety by the Cautionary Statements.

Quantitative and Qualitative Disclosures About Market Risk.

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