What changed in this filing

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Item 1. Financial Statements

2025-08-12 compared with 2025-05-08 · 177 added, 94 removed, 260 unchanged (51% of the section changed)

3 unchanged sentences

Three months ended

Six months ended

Income from net profits interest

2 unchanged sentences

Distributable income

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.

Distributions per Trust unit (17,000,000 Trust units issued and outstanding at June 30, 2025 and 2024)

(1) Includes $32,464 and $31,215 paid to VOC Brazos Energy Partners, LP (“VOC Brazos”) during the three months ended June 30,

2025 and 2024, respectively, and $63,679 and $61,229 during the six months ended June 30, 2025 and 2024, respectively.

Also includes

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

during each of the three-month periods ended June 30, 2025 and 2024

and $75,000 during each of the six-month periods ended June 30, 2025 and 2024.

STATEMENTS OF ASSETS AND TRUST CORPUS

4 unchanged sentences

(130,464,406 )

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

Trust corpus, 17,000,000 Trust units issued and outstanding at June 30, 2025 and December 31, 2024

STATEMENTS OF CHANGES IN TRUST CORPUS

Three months ended

Six months ended

Trust corpus, beginning of period

22 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 VOC Kansas.

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

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

17 unchanged sentences

wind up its affairs and terminate.

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 7.4 MMBoe (unaudited) in respect of the net profits

As of June 30, 2025, cumulatively, since inception,

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

interest from the sale of 9.4 MMBoe of production

from the underlying properties (which is the equivalent of 7.5 MMBoe (unaudited) in respect of the net profits interest).

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 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.

as of June 30, 2025 and for the three- and six-month periods ended June 30, 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

39 unchanged sentences

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

during the quarters ended March 31, 2025 or 2024.

during the quarters ended June 30, 2025 or 2024.

The Trust has one business activity as the owner

8 unchanged sentences

No new accounting pronouncements were adopted or

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

issued during the quarter ended June 30, 2025 that would impact the financial statements of the Trust.

Investment in Net Profits Interest

12 unchanged sentences

Three months ended

Six months ended

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 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.

VOC Brazos during each of the December through February production periods for the three months ended June 30 and during

each of the September through February production periods for the six months ended June 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 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 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.

During the three months ended June 30, 2025 and 2024, and the six months ended

June 30, 2025 and 2024, VOC Brazos did not withhold or release any dollar amounts due to the Trust from the reserve.

balance was $1.0 million at June 30, 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 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

months ended June 30, 2025 substantially represents production by VOC Brazos from December 2024 through February 2025,

and the cash received by the Trust during the three months ended June 30, 2024 substantially represents production by VOC Brazos

from December 2023 through February 2024.

The cash received by the Trust during the six months ended June 30, 2025 substantially

represents production by VOC Brazos from September 2024 through February 2025, and the cash received by the Trust during the

six months ended June 30, 2024 substantially represents production by VOC Brazos from September 2023 through February 2024.

For the three and six months ended June 30,

2025 and 2024, MV Purchasing, LLC, an affiliate of VOC Brazos, purchased a significant portion of the production of the underlying properties.

26 unchanged sentences

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

The second quarterly distribution during 2025 was

$2,210,000, or $0.13 per Trust Unit, and was made on May 15, 2025 to Trust unitholders owning Trust Units as of April 30, 2025.

Such distribution included the net proceeds of production collected by VOC Brazos from January 1, 2025 through March 31, 2025.

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,

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.

Advance for Trust Expenses

1 unchanged sentence

is allowed to borrow money to pay Trust expenses.

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

During the three and six months ended June 30, 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.

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

Subsequent Events

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.

On July 17, 2025, the Trust announced a Trust

distribution of net profits for the quarterly payment period ended June 30, 2025.

Unitholders of record on July 30, 2025 will

receive a distribution amounting to $1,870,000, or $0.11 per Trust Unit, which will be paid on August 14, 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 March 31, 2025

Results of Operations for the Quarters Ended June 30, 2025

The following is a summary of income from net profits

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

each respective year:

interest received by the Trust for the three months ended June 30, 2025 and 2024 consisting of the April distribution for each

respective year:

Three months ended

17 unchanged sentences

The cash received by the Trust from VOC Brazos

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 $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 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,

during the quarter ended June 30, 2025 substantially represents the production by VOC Brazos from December 2024 through February 2025.

The cash received by the Trust from VOC Brazos during the quarter ended June 30, 2024 substantially represents the production by

VOC Brazos from December 2023 through February 2024.

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

month after production.

Gross proceeds .

Oil and natural gas sales

were $7,812,508 for the three months ended June 30, 2025, a decrease of $263,719 or 3.3% from $8,076,227 for the three months ended

June 30, 2024.

Revenues are a function of oil and natural gas sales prices and volumes sold.

The decrease in gross proceeds was due

to a decrease in market prices for oil and in oil and natural gas sales volumes, offset slightly by an increase in market prices for natural

gas, during the second quarter of 2025.

During the three months ended June 30, 2025, the average price for oil decreased 2.7% to

$69.32 per Bbl and the average price for natural gas increased 15.2% to $3.57 per Mcf.

Oil sales volumes were 109,667 Bbls for the three

months ended June 30, 2025, a decrease of 867 Bbls or 0.8% from 110,534 Bbls for the three months ended June 30, 2024, while

natural gas sales volumes were 58,971 Mcf, a decrease of 5,837 Mcf or 9.0% from 64,808 Mcf for the same period in 2024.

Lease operating expenses were $3,687,150

for the three months ended June 30, 2025, an increase of $374,798 or 11.3% from $3,312,352 for the three months ended June 30,

Production and property taxes were $205,576 for the three months ended June 30, 2025, an increase of $21,848 or 11.9% from

$183,728 for the same period in 2024.

This increase is the result of a $5,114 decrease in production taxes, primarily due to lower sales

prices, and a $26,962 increase in property taxes.

Development expenses were $813,595 for the three months ended June 30, 2025, an

increase of $455,277 or 127.1% from $358,318 for the same period in 2024.

This increase was primarily due to two significant workovers

during the three months ended June 30, 2025.

Excess 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 $3,106,187 for the three months ended June 30, 2025, a decrease of $1,115,642 or 26.4% from

$4,221,829 for the three months ended June 30, 2024.

The Trust’s 80% net profits interest of these totals was $2,484,950 and

$3,377,463, respectively.

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

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.

During the three months ended June 30, 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 $2,484,950 and $3,377,463 for such periods, respectively.

These amounts were reduced

by a Trustee holdback for current estimated Trust expenses of $274,950 and $317,463 for the three months ended June 30, 2025 and

2024, respectively.

The Trustee paid general and administrative expenses of $213,891 for the three months ended June 30, 2025, an

increase of $93,054 from $120,837 for the three months ended June 30, 2024.

These factors resulted in distributable income for the

three months ended June 30, 2025 of $2,210,000, a decrease of $850,000 from $3,060,000 for the three months ended June 30, 2024.

Results of Operations for the Six Months Ended June 30, 2025

The following is a summary of income from net profits

interest received by the Trust for the six months ended June 30, 2025 and 2024 consisting of the January and April distributions

for each respective year:

Six months ended

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 six months ended June 30, 2025 substantially represents the production by VOC Brazos from September 2024 through

February 2025.

The cash received by the Trust from VOC Brazos during the six months ended June 30, 2024 substantially represents

the production by VOC Brazos from September 2023 through February 2024.

The revenues from oil production are typically received

by VOC Brazos one month after production.

Gross proceeds .

Oil and natural gas sales

were $15,374,126 for the six months ended June 30, 2025, a decrease of $2,396,636 or 13.5% from $17,770,762 for the six months ended

June 30, 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 in oil and natural gas sales volumes during the second quarter of 2025.

the six months ended June 30, 2025, the average price for oil decreased 10.4% to $68.51 per Bbl and the average price for natural

gas decreased 4.1% to $3.04 per Mcf.

During the six months ended June 30, 2025, oil sales volumes were 218,825 Bbls, a decrease of

8,114 Bbls or 3.6% from 226,939 Bbls for the six months ended June 30, 2024, while natural gas sales volumes were 125,569 Mcf,

a decrease of 7,157 Mcf or 5.4% from 132,726 Mcf for the same period in 2024.

Lease operating expenses were $7,118,351

for the six months ended June 30, 2025, a decrease of $101,651 or 1.4% from $7,220,002 for the six months ended June 30, 2024.

Production and property taxes were $1,047,925 for the six months ended June 30, 2025, an increase of $29,713 or 2.9% from $1,018,212

for the six months ended June 30, 2024.

This increase is the result of a $91,699 increase in property taxes partially offset by a

$61,986 decrease in production taxes, primarily due to lower sales volumes and sales prices for oil and natural gas.

Development expenses

were $1,728,138 for the six months ended June 30, 2025, an increase of $922,561 or 114.5% from $805,577 for the same period in 2024.

This increase was primarily due to five significant workovers during the six months ended June 30, 2025.

Excess 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 $5,479,712 for the six months ended June 30, 2025, a decrease of $3,247,259 or 37.2% from

$8,726,971 for the six months ended June 30, 2024.

The Trust’s 80% net profits interest of these totals was $4,383,770 and

$6,981,577, respectively.

During the six months ended June 30, 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 $4,383,770 and $6,981,577 for such periods, respectively.

These amounts were reduced by a Trustee

holdback for current estimated Trust expenses of $728,770 and $691,577 for the six months ended June 30, 2025 and 2024, respectively.

The Trustee paid general and administrative expenses of $626,412 for the six months ended June 30, 2025, an increase of $149,116

from $477,296 for the six months ended June 30, 2024.

These factors resulted in distributable income of $3,655,000 for the six months

ended June 30, 2025 and $6,290,000 for the six months ended June 30, 2024.

Liquidity and Capital Resources

4 unchanged sentences

Each quarter, the Trustee determines the amount of funds available for distribution.

Available funds are the

excess cash, if any, received by the Trust from the net profits interest and other sources (such as interest earned on any amounts reserved

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 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.

Available funds are the excess

cash, if any, received by the Trust from the net profits interest and other sources (such as interest earned on any amounts reserved 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 June 30, 2025, the Trustee held $1,847,035

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.

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

the three and six months ended June 30, 2025 and 2024, there were no such borrowings.

VOC Brazos has provided a letter of credit

17 unchanged sentences

recent historical costs other than changes due to fluctuations in the general cost of oilfield services.

VOC Brazos may establish

a cash reserve of up to $1,000,000 in the aggregate at any given time from the dollar amount otherwise distributable to the Trust to reduce

the impact on distributions of uneven capital expenditure timing.

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

VOC Brazos may establish a cash

reserve of up to $1,000,000 in the aggregate at any given time from the dollar amount otherwise distributable to the Trust to reduce the

impact on distributions of uneven capital expenditure timing.

The cash reserve balance was $1,000,000 on June 30, 2025 and 2024,

respectively.

19 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