Empire Petroleum Corp 2024年度报告

FORM10-K ☑ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d)OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year endedDecember 31, 2024 ☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from _____________ to _____________ Commission File Number001-16653 EMPIRE PETROLEUM CORPORATION(Exact name of registrant as specified in its charter) _________________ 73-1238709(I.R.S. EmployerIdentification No.) DELAWARE(State or Other Jurisdictionof Incorporation or Organization) 2200 S. Utica Place,Suite 150,Tulsa,OK74114(Address of Principal Executive Offices)(Zip Code) Registrant's telephone number, including area code:(539)444-8002 Securities registered pursuant to Section 12(b) of the Act: Securities registered pursuant to 12(g) of the Act:None(Title of class)______________________ Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.☐Yes☑No Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act.☐Yes☑No Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the SecuritiesExchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports),and (2) has been subject to such filing requirements for the past 90 days.☑Yes☐No Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submittedpursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that theregistrant was required to submit such files).☑Yes☐No Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smallerreporting company, or an emerging growth company.See the definitions of "large accelerated filer," "accelerated filer," "smallerreporting company," and “emerging growth company” in Rule 12b-2 of the Exchange Act. Large accelerated filer☐Acceleratedfiler☐Non-accelerated filer☑Smaller reportingcompany☑Emerging growth company☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period forcomplying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.☐ Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectivenessof its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registeredpublic accounting firm that prepared or issued its audit report.☐ If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of theregistrant included in the filing reflect the correction of an error to previously issued financial statements.☐ Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-basedcompensation received by any of the registrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b).☐ Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act).☐Yes☑No The aggregate market value of the voting and non-voting common equity held by non-affiliates, computed by reference to the closingsales price of such common equity as of the last business day of the registrant's most recently completed second fiscal quarter, was$72,446,281. The number of shares of the registrant's common stock, $0.001 par value, outstanding as of March 25,2025 was33,700,234. DOCUMENTS INCORPORATED BY REFERENCE Portions of the registrant’s definitive Proxy Statement relating to the registrant’s 2025 annual meeting of stockholders have been incorporatedby reference into Part III of this Annual Report on Form 10-K. EMPIRE PETROLEUM CORPORATIONFORM 10-KTABLE OF CONTENTS PART I Forward-Looking StatementsGlossary of Terms Item 1.BusinessItem 1A.Risk FactorsItem 1B.Unresolved Staff CommentsItem 1C.CybersecurityItem 2.PropertiesItem 3.Legal ProceedingsItem 4.Mine Safety Disclosures PART II Item 5.Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of EquitySecurities26Item 6.Reserved26Item 7.Management's Discussion and Analysis of Financial Condition and Results of Operations27Item 7A.Quantitative and Qualitative Disclosures About Market Risk35Item 8.Financial Statements and Supplementary Data35Item 9.Changes in and Disagreements with Accountants on Accounting and Financial Disclosure35Item 9A.Controls and Procedures35Item 9B.Other Information36Item 9C.Disclosure Regarding Foreign Jurisdictions that Prevent Inspections36 PART III Item 10.Directors, Executive Offi