June 13, 20240001811074False00018110742024-06-132024-06-13
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): June 13, 2024
Commission File Number: 1-39804
Exact name of registrant as specified in its charter:
TEXAS PACIFIC LAND CORPORATION
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| State or other jurisdiction of incorporation or organization: | | IRS Employer Identification No.: |
| Delaware | | 75-0279735 |
Address of principal executive offices:
1700 Pacific Avenue, Suite 2900 Dallas, Texas 75201
Registrant’s telephone number, including area code:
214-969-5530
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:
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| ☐ | | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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| ☐ | | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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| ☐ | | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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| ☐ | | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2 of the Securities Exchange Act of 1934.
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. ☐
Securities registered pursuant to Section 12(b) of the Act:
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| Title of each class | | Trading Symbol(s) | | Name of each exchange on which registered |
Common Stock
(par value $.01 per share) | | TPL | | New York Stock Exchange |
On June 13, 2024, the Board of Directors (the “Board”) of Texas Pacific Land Corporation (the “Company”) declared a special cash dividend of $10.00 per share, payable on July 15, 2024 to stockholders of record at the close of business on July 1, 2024. In addition, the Company has set a cash balance target of approximately $700 million, above which level the Company will seek to deploy the majority of its free cash flow towards share repurchases and dividends.
On June 13, 2024, the Company issued a press release announcing the dividend and the cash balance target, a copy of which is filed herewith as Exhibit 99.1 and is incorporated by reference herein.
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| Item 9.01. | Financial Statements and Exhibits. |
| | (d) | | Exhibits.
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| | | 104 | | Cover Page Interactive Data File (embedded within the Inline XBRL document). |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the Company has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
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| | | TEXAS PACIFIC LAND CORPORATION |
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| Date: | June 13, 2024 | By: | /s/ Micheal W. Dobbs |
| | | | Micheal W. Dobbs |
| | | | SVP, General Counsel and Secretary |