Massaro Lawrence S 4

What Happened

• Lawrence S. Massaro, a director of TXO GP, LLC (the general partner of TXO Partners, L.P.), was granted 10,667 phantom units on January 31, 2026. The units were awarded at a $0 per-unit acquisition price (total reported value $0) and are an equity-based compensation award, not an open-market purchase.

Key Details

• Transaction date: 2026-01-31; Report filed: 2026-02-03 (no late filing flagged in the Form 4).
• Instrument: 10,667 phantom units (reported as an "Award/Grant (A)"); price per unit $0.00; reported acquisition value $0.
• Vesting/settlement: Footnote indicates each phantom unit equals one common unit and will be settled in common units upon vesting on January 31, 2027.
• Shares owned after transaction: Not specified in the provided filing extract.
• Role note: The reporting person is a director of the Issuer’s general partner; the issuer is managed by the general partner’s directors and executive officers.

Context

• These are derivative/compensation awards (phantom units) rather than purchases; they typically reflect compensation incentives and will convert to common units only if and when they vest and are settled.
• Awards like this are common for directors and do not, by themselves, indicate buying or selling sentiment in the open market.