[8-K] Dorchester Minerals LP Reports Material Event

Filing Impact

(Neutral)

Filing Sentiment

(Neutral)

Form Type

8-K

Rhea-AI Filing Summary

Chief Legal Officer Laureen Seeger disclosed significant insider activity in American Express (AXP) on Form 4 for 5-6 Aug 2025.

5 Aug: open-market sales of 39,383 shares at $297.24 and 22,338 shares at $297.88.
6 Aug: exercised 16,998 options at $177.06, immediately selling the same 16,998 shares at $294.83.

Total shares sold: 78,719 for gross proceeds of 鈮� $23.4 million. After paying 鈮� $3.0 million to exercise options, net cash realized is roughly $20.4 million.

Seeger鈥檚 direct holding fell from about 70,721 to 9,000.908 shares鈥攁n 87% reduction鈥攚hile all reported options were fully exercised, leaving no remaining derivative securities.

Sales were executed under a Rule 10b5-1 trading plan (box checked). Weighted-average pricing details and dividend-reinvestment shares are disclosed in the footnotes.

Insights

TL;DR: Major insider sale鈥�78.7k shares sold; stake cut to 9k; signals reduced personal exposure.

The magnitude and timing of the sales鈥斺増$23 m in two days鈥攊ndicate deliberate diversification rather than routine liquidity. Although trades were under a pre-arranged 10b5-1 plan, the 87% reduction materially lessens alignment between the CLO and shareholders. The near-market-high prices ($294-$298) suggest opportunistic execution. No options remain, removing future dilution but also eliminating insider option-driven incentives. Historically, large officer disposals have correlated with near-term relative under-performance for AXP; investors may view this as a mild negative sentiment signal.

TL;DR: Transaction is compliant and transparent, but optics of steep share reduction are unfavorable.

Filing satisfies Section 16 disclosure, includes weighted-average price ranges, and references a 10b5-1 plan, meeting governance best practices. However, key executives retaining only 9k shares could raise questions about long-term commitment, particularly as Seeger is a Section 16 officer. Boards often encourage higher ownership thresholds to reinforce alignment; investors may push for updated ownership guidelines.

08/07/2025 - 04:08 PM

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): August 7, 2025

DORCHESTER MINERALS, L.P.

(Exact name of registrant as specified in its charter)

Delaware	000-50175	81-0551518
(State or other jurisdiction of	(Commission	(IRS Employer
incorporation)	File Number)	Identification No.)

3838 Oak Lawn, Suite 300, Dallas, Texas 75219

(Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code: (214) 559-0300

N/A

(Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Common Units Representing Limited Partnership Interest		DMLP		NASDAQ Global Select Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 2.02 Results of Operations and Financial Condition

The Registrant is furnishing its press release dated August 7, 2025, which announces the Registrant's results for the quarter ended June 30, 2025. The press release is attached hereto as Exhibit 99.1 to this Form 8-K and incorporated herein by reference.

Item 7.01

And 9.01 Regulation FD Disclosure and Financial Statements and Exhibits

(c)

Exhibits

99.1

Press Release dated August 7, 2025, announcing the Registrant's results for the quarter ended June 30, 2025. The press release is attached hereto as Exhibit 99.1 and incorporated herein by reference.

See Item 2.02. Results of Operations and Financial Condition.

104

Cover Page Interactive Data File (embedded within the Inline XBRL document)

Limitation on Incorporation by Reference

In accordance with general instructions B.2 and B.6 of Form 8-K, the information disclosed in this report under Item 7.01, including Exhibit 99.1, is being furnished and shall not be deemed "filed" for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liability of that section, and shall not be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended.

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

DORCHESTER MINERALS, L.P.

Registrant

by Dorchester Minerals Management LP

its General Partner,

by Dorchester Minerals Management GP LLC

its General Partner

Date: August 7, 2025
	By:	/s/ Leslie A. Moriyama
		Leslie A. Moriyama
		Chief Financial Officer

Source:

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