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): November 1324, 2025

Tamboran Resources Corporation

(Exact name of registrant as specified in its charter)


Delaware	001-42149	93-4111196
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification Number)

Suite 01, Level 39, Tower One, International Towers Sydney

100 Barangaroo Avenue, Barangaroo NSW 2000

(Address of principal executive offices, including Zip Code)

Registrant’s telephone number, including area code: Australia +61 2 8330 6626

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))

Securities registered pursuant to Section 12(b) of the Act:



Title of each class	Trading Symbol	Name of each exchange on which registered
Common stock, $0.001 par value per share	TBN	New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 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 23.~~02Results~~02Unregistered Sale of ~~Operations~~Equity ~~and Financial Condition~~Securities.

On November 1324, 2025, Tamboran Resources Corporation ~~issued~~(the an“Company”) ~~earnings~~completed ~~presentation~~a ~~and~~security ~~press~~purchase ~~release~~plan ~~announcing~~pursuant ~~its~~to

~~financial~~which ~~and~~the ~~operating~~Company ~~results~~issued ~~for~~and ~~the~~sold ~~quarter~~an ~~year~~aggregate ~~ended~~of ~~September 30~~107,558,800 ~~2025.~~CHESS ADepositary ~~copy~~Interests of(“CDIs”) ~~the~~underpinned ~~earnings~~by ~~presentation~~537,794 ~~is attached as~~

~~Exhibit~~shares ~~99.1 and a copy~~ of ~~the~~common ~~press~~stock ~~release~~(each isCDI ~~attached~~represents as1/200th ~~Exhibit~~of ~~99.2~~a toshare ~~this~~of ~~Current~~common ~~Report~~stock), onfor ~~Form~~aggregate ~~8-K~~proceeds ~~and~~to ~~are~~the ~~incorporated~~Company ~~herein~~of

byA$17.42 ~~reference~~million at an issue price of A$0.162 per CDI. The CDIs were offered to existing shareholders of the Company resident in

~~The~~Australia, ~~information~~New inZealand, ~~this~~Canada, ~~Item~~Luxembourg, ~~2.02~~Malaysia, ofSingapore ~~this~~or ~~Current Report on Form 8-K and~~ the ~~exhibits~~United ~~attached~~Kingdom. ~~hereto~~The asCompany’s ~~99.1~~issuance and ~~99.2~~sale ~~shall~~of its

beCDIs ~~considered~~under ~~“furnished”~~the ~~and~~security ~~shall~~purchase ~~not~~plan bewere ~~deemed~~exempt ~~“filed”~~from ~~for~~registration ~~purposes~~pursuant ofto ~~Section~~Regulation 18S ofunder the Securities ~~Exchange~~ Act of ~~1934~~1933, as

amended ~~(the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall either be deemed incorporated by~~ .

reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, regardless of any general incorporation

language in such filing, except as shall be expressly set forth by specific reference in such filing.

Item 9.01Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No.	Description
99.1	Earnings Presentation, dated November 13, 2025.
99.2	Press Release, dated November 13, 2025.
104	Cover Page Interactive Data File (formatted as inline XBRL and contained in Exhibit 101).

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its

behalf by the undersigned hereunto duly authorized.

TAMBORAN RESOURCES CORPORATION

Date: November 13, 2025

/s/ Eric Dyer

Date: November 25, 2025

/s/ Eric Dyer

Eric DyerChief Financial Officer

Filing Compare · Tamboran Resources Corp