SEC Form 5
FORM 5UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

ANNUAL STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
  
Form 3 Holdings Reported.
X
Form 4 Transactions Reported.
  
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Mulacek Phil E

(Last)(First)(Middle)
25025 I 45 NORTH
SUITE 420

(Street)
THE WOODLANDS TEXAS 77380

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
EMPIRE PETROLEUM CORP [ EP ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirectorX10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol

3. Statement for Issuer's Fiscal Year Ended (Month/Day/Year)
12/31/2025
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year)2A. Deemed Execution Date, if any (Month/Day/Year)3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned at end of Issuer's Fiscal Year (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Amount(A) or (D)Price
Common Stock09/19/2025M4135,135(1)A(2)6,308,069D
Common Stock09/19/2025M435,402(1)A(2)852,664IBy Petroleum Independent & Exploration LLC
Common Stock09/19/2025M414,326(1)A(2)540,626IBy Big Red Revocable Trust
Common Stock09/19/2025M448,166(1)A(2)533,368IBy Five Sterling LP
Common Stock09/19/2025M4570(1)A(2)43,403IBy spouse
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year)3A. Deemed Execution Date, if any (Month/Day/Year)4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year)7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Subscription Rights (right to buy)$0.0737(2)09/19/20254M5,309,896(3)07/10/202508/20/2025Common Stock(3)$00D
Subscription Rights (right to buy)$0.0737(2)09/19/20254M817,262(3)07/10/202508/20/2025Common Stock(3)$00IBy Petroleum Independent & Exploration LLC
Subscription Rights (right to buy)$0.0737(2)09/19/20254M526,300(3)07/10/202508/20/2025Common Stock(3)$00IBy Big Red Revocable Trust
Subscription Rights (right to buy)$0.0737(2)09/19/20254M485,202(3)07/10/202508/20/2025Common Stock(3)$00IBy Five Sterling LP
Subscription Rights (right to buy)$0.0737(2)09/19/20254M42,833(3)07/10/202508/20/2025Common Stock(3)$00IBy spouse
Common Stock Warrant (right to buy)$5.46(2)09/19/20254M132,162(3)08/20/202511/18/2025Common Stock(3)(2)132,162D
Common Stock Warrant (right to buy)$5.46(2)09/19/20254M34,623(3)08/20/202511/18/2025Common Stock(3)(2)34,623IBy Petroleum Independent & Exploration LLC
Common Stock Warrant (right to buy)$5.46(2)09/19/20254M14,010(3)08/20/202511/18/2025Common Stock(3)(2)14,010IBy Big Red Revocable Trust
Common Stock Warrant (right to buy)$5.46(2)09/19/20254M47,106(3)08/20/202511/18/2025Common Stock(3)(2)47,106IBy Five Sterling LP
Common Stock Warrant (right to buy)$5.46(2)09/19/20254M557(3)08/20/202511/18/2025Common Stock(3)(2)557IBy spouse
Explanation of Responses:
1. Represents shares of the Issuer's common stock purchased by the reporting person following the exercise of subscription rights, including over-subscription rights, pursuant to the Issuer's rights offering to holders of common stock, as described in the Issuer's prospectus supplement dated July 10, 2025, as supplemented by the Issuer's prospectus supplements dated July 24, 2025, July 25, 2025 and August 19, 2025 (the "Rights Offering").
2. Represents the exercise price of $0.07367 per unit in the Rights Offering. A stockholder needed to hold at least 72 shares of common stock to receive subscription rights to purchase at least one whole share of common stock at $5.30 per share, as well as at least 74 shares of common stock to receive warrants to purchase one whole share of common stock at $5.46 per share.
3. Each holder of common stock of record as of July 10, 2025 received one right for each share of common stock, and each right carried with it a basic subscription right, which entitled the holder to purchase one unit, with each unit consisting of 0.0139 of a share of common stock and one warrant exercisable for 0.0136 of a share of common stock at $5.46 per whole share, and an over-subscription right, which entitled holders that exercised their basic subscription rights in full to subscribe for additional units that were not purchased by other stockholders pursuant to their basic subscription rights, subject to proration. Includes shares and warrants purchased pursuant to the exercise of over-subscription rights in connection with the Rights Offering.
/s/ Phil E. Mulacek04/28/2026
** Signature of Reporting PersonDate
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 5: SEC 2770T (03-26)