UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549

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): December 1431, 2020

TEXAS ~~PACIFIC~~ PACIFIC LAND TRUST (Exact name of Registrant as Specified in its charter)

(Exact name of Registrant as Specified in its charter)

NOT APPLICABLE		1-737		75-0279735
(State or other jurisdiction of incorporation)		(Commission File Number)		(I.R.S. Employer Identification Number)

NOT APPLICABLE	1-737	75-0279735
1700 Pacific Avenue, Suite 2900 Dallas, Texas	75201
(State or other jurisdiction	(Commission File Number)	(I.R.S. Employer
(Address of principal executive offices)	(Zip code)
of incorporation)		Identification Number)

1700 Pacific Avenue Suite 2900
Dallas Texas		75201
(Address of principal executive offices)		(Zip code)

214-969-5530

(Registrant’s telephone number, including area code)

(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:

☐ 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))

☐ 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
Sub-shares in Certificates of Proprietary Interest (par value $0.03-1/3 per share)		TPL		New York Stock Exchange

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

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 1 7.01 ~~Entry~~. ~~into~~Regulation aFD ~~Material Definitive Agreement~~Disclosure.

~~As previously~~Texas ~~disclosed,~~Pacific onLand ~~June~~Corporation (“TPL 11Corporation”), ~~2020,~~a inwholly ~~connection~~owned ~~with~~subsidiary ~~the plan~~ of Texas Pacific Land Trust (~~the~~ “TPL Trust”), ~~to reorganize~~previously filed with the U.S. Securities and Exchange Commission (the “~~corporate reorganization~~Commission”) ~~into~~ a ~~corporation~~registration ~~formed~~statement ~~under~~on ~~Delaware~~Form ~~law~~10 (as amended, the “~~New~~Registration ~~Corporation~~Statement”)~~, the~~ ~~Trust~~relating ~~entered~~to ~~into~~TPL ~~a Stockholders~~Trust’s ~~Agreement~~plan ~~(the~~to ~~“Stockholders’~~reorganize ~~Agreement”)~~from ~~with~~its ~~Horizon Kinetics~~current ~~LLC~~structure ~~and~~into ~~Horizon~~TPL ~~Kinetics~~Corporation, ~~Asset~~a ~~Management~~corporation ~~LLC~~formed ~~(together~~under ~~with~~the ~~Horizon~~laws ~~Kinetics~~of ~~LLC~~the ~~and~~State ~~collectively~~of ~~with~~Delaware ~~their~~(the ~~affiliates,~~ “~~Horizon~~corporate reorganization”)~~, SoftVest~~. ~~Advisors,~~The ~~LLC~~Registration ~~and~~Statement ~~SoftVest,~~included ~~L.P.~~a ~~(together~~preliminary ~~with~~information ~~SoftVest~~statement ~~Advisors,~~that ~~LLC~~described ~~and~~the ~~collectively~~corporate reorganization. ~~with~~On ~~their~~December ~~affiliates~~31, ~~“SoftVest”) and Mission Advisors~~2020, LPthe ~~(together~~Commission ~~with~~declared ~~Horizon~~the ~~and~~Registration ~~SoftVest,~~Statement ~~the “Stockholders”)~~effective.

The ~~Stockholders’~~ ~~Agreement,~~final ~~which~~information ~~establishes certain features of governance for the New Corporation~~statement, ~~provides that the agreement~~dated ~~will terminate if the corporate reorganization has not been completed by~~ December 31, 2020, ~~(the~~is ~~“Outside~~attached ~~Date”).~~hereto ~~As the~~as ~~Trust~~Exhibit ~~currently~~99.1 ~~plans to complete the corporate reorganization during January 2021, the Trust~~ and ~~the~~is ~~Stockholders have~~incorporated ~~entered~~herein ~~into~~by ~~the First Amendment to Settlement Agreement, dated December 14, 2020 (the “Amendment”), to change the Outside Date to January 31, 2021~~reference.

~~Other than~~On asDecember ~~expressly modified pursuant to the Amendment~~31, ~~the Stockholders’ Agreement~~2020, ~~which~~TPL Trust ~~was~~issued ~~filed~~a aspress ~~Exhibit~~release ~~10.1~~relating to the ~~Current~~ ~~Report~~corporate ~~on Form 8-K filed by the Trust with the U~~reorganization.~~S. Securities and Exchange Commission on June 15, 2020, remains in full force and effect.~~

The information included in this Item 7.01 ~~foregoing~~of ~~description~~this Current Report on Form 8-K, including the attached Exhibit 99.1 and Exhibit 99.2, shall not be deemed “filed” for purposes of Section 18 of the ~~Amendment~~Securities isExchange ~~qualified~~Act of 1934, as amended, or incorporated by reference in any filing under the ~~full~~Securities ~~text~~Act of ~~such~~1933, ~~amendment~~as amended, ~~which~~or isthe ~~attached~~Securities ~~hereto~~Exchange Act of 1934, as ~~Exhibit~~amended, ~~10.1 and~~except isas ~~incorporated~~shall be expressly set forth by specific reference ~~herein~~in such filing.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

Exhibit Number		Description
10.1		First Amendment to Stockholders’ Agreement dated December 14, 2020.
99.1		Information Statement of Texas Pacific Land Corporation dated December 31, 2020.
99.2		Press Release of Texas Pacific Land Trust dated December 31, 2020.
104		Cover Page Interactive Data File (embedded within the Incline XBRL document).

1SIGNATURE

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

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

	TEXAS PACIFIC LAND TRUST

Date: December 31, 2020	By:	/s/ Robert J. Packer
		Robert J. Packer
		General Agent and Chief Financial Officer

	TEXAS PACIFIC LAND TRUST
Date: December 14, 2020	By:	/s/ Robert J. Packer
		Robert J. Packer
		General Agent and Chief Financial Officer

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