8-K

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): May 08, 2024

PHX MINERALS INC.

(Exact name of Registrant as Specified in Its Charter)

Delaware	001-31759	73-1055775
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)
1320 South University Drive Suite 720
Fort Worth, Texas		76107
(Address of Principal Executive Offices)		(Zip Code)

Registrant’s Telephone Number, Including Area Code: (405) 948-1560

(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))

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

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock, $0.01666 par value	PHX	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 2.02 Results of Operations and Financial Condition.

On May 8, 2024, PHX Minerals Inc. (the “Company”) issued a press release providing information regarding the Company’s quarter ended March 31, 2024 financial and operating results. The press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated by reference herein.

Item 7.01 Regulation FD Disclosure.

The information set forth under Item 2.02 of this Current Report on Form 8-K is hereby incorporated in this Item 7.01 by reference.

On May 8, 2024, the Company posted an updated investor presentation to its website. A copy of the presentation is furnished as Exhibit 99.2 to this Current Report on Form 8-K.

The information in Item 2.02 and Item 7.01 of this Current Report on Form 8-K, including the attached Exhibit 99.1 and 99.2, is being furnished pursuant to Item 2.02 and Item 7.01 and shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, and shall not be deemed to be incorporated by reference into any of the Company’s filings under the Securities Act of 1933, as amended, or the Exchange Act, whether made before or after the date hereof and regardless of any general incorporation language in such filings, except to the extent expressly set forth by specific reference in such a filing.

Item 9.01 Financial Statements and Exhibits

(d) Exhibits.

Exhibit No.	Title of Document
99.1	Press Release, dated May 8, 2024
99.2	Corporate Presentation
104	Cover Page Interactive Data File (embedded within the Inline XBRL document).

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.

PHX MINERALS INC.

		By:	/s/ Chad L. Stephens
			Chad L. Stephens
			Chief Executive Officer
DATE:	May 8, 2024

EX-99.1

Exhibit 99.1

 

FOR IMMEDIATE RELEASE

PHX Minerals Reports Results for the Quarter Ended March 31, 2024

FORT WORTH, Texas, May 8, 2024 – PHX MINERALS INC., “PHX” or the “Company” (NYSE: PHX), today reported financial and operating results for the quarter ended March 31, 2024.

Summary of Results for the Quarter Ended March 31, 2024

•Net loss was ($0.2) million, or ($0.01) per diluted share, compared to net income of $2.5 million, or $0.07 per diluted share, for the quarter ended Dec. 31, 2023.

•Adjusted EBITDA(1) was $4.6 million, compared to $4.5 million for the quarter ended Dec. 31, 2023.

•Royalty production volumes decreased 5% to 1,857 Mmcfe compared to the quarter ended Dec. 31, 2023.

•Total production volumes decreased 6% to 2,117 Mmcfe compared to the quarter ended Dec. 31, 2023.

•Converted 85 gross (0.32 net) wells to producing status, compared to 46 gross (0.098 net) during the quarter ended Dec. 31, 2023.

•Inventory of 230 gross (1.099 net) wells in progress and permits as of March 31, 2024, compared to 263 gross (1.295 net) wells in progress and permits as of Dec. 31, 2023.

•Total debt was $30.8 million and the debt to adjusted EBITDA (TTM) (1) ratio was 1.58x at March 31, 2024.

Subsequent Events

•PHX entered into the sixth amendment to its credit agreement on April 18, 2024, pursuant to which, among other changes, the maturity date was extended to Sept. 1, 2028, and the borrowing base under PHX’s credit facility was reaffirmed at $50.0 million in connection with its regularly scheduled semi-annual redetermination.

(1)This is a non-GAAP measure. Refer to the Non-GAAP Reconciliation section.

Chad L. Stephens, President and CEO, commented, “PHX Minerals continues to deliver positive Adjusted EBITDA and cash flow, servicing our dividend and lowering our debt by $2.0 million from last quarter, despite the significant commodity headwinds. With 0.32 net wells converted to production this quarter, the highest since the quarter ended March 31, 2023, it demonstrates the acreage quality through our asset acquisition strategy. The number of rigs operating on the Company’s acreage and its surrounding area increased since our last update, even during the current challenging pricing environment with reduced drilling activities industry-wide, further validates our methodical strategy of acquiring acreage ahead of the drill-bits.

“In addition to the LNG export demand I have previously mentioned,” continued Mr. Stephens, “artificial intelligence/data center related power demand is an emerging driver for the natural gas markets going forward. With our strong financial position and a proven business strategy, we expect to continue to unlock stockholder value as we navigate through the current commodity cycle.”

 

– 1 –

Financial Highlights

	Three Months Ended			Three Months Ended
	March 31, 2024			March 31, 2023
Royalty Interest Sales	$	6,176,274		$	10,123,741
Working Interest Sales	$	913,934		$	1,733,506
Natural Gas, Oil and NGL Sales	$	7,090,208		$	11,857,247
Gains (Losses) on Derivative Contracts	$	627,492		$	3,802,820
Lease Bonuses and Rental Income	$	151,718		$	313,150
Total Revenue	$	7,869,418		$	15,973,217
Lease Operating Expense
per Working Interest Mcfe	$	1.28		$	1.48
Transportation, Gathering and Marketing
per Mcfe	$	0.40		$	0.45
Production and Ad Valorem Tax per Mcfe	$	0.19		$	0.22
G&A Expense per Mcfe	$	1.58		$	1.20
Cash G&A Expense per Mcfe (1)	$	1.25		$	0.95
Interest Expense per Mcfe	$	0.34		$	0.22
DD&A per Mcfe	$	1.11		$	0.76
Total Expense per Mcfe	$	3.78		$	3.08
Net Income (Loss)	$	(183,615	)	$	9,553,244
Adjusted EBITDA (2)	$	4,607,034		$	7,740,240
Cash Flow from Operations (3)	$	5,246,651		$	8,933,477
CapEx (4)	$	7,440		$	190,826
CapEx - Mineral Acquisitions	$	1,406,248		$	10,236,615
Borrowing Base	$	50,000,000		$	50,000,000
Debt	$	30,750,000		$	26,000,000
Debt to Adjusted EBITDA (TTM) (2)		1.58			0.91

(1)Cash G&A expense is G&A excluding restricted stock and deferred director’s expense from the adjusted EBITDA table in the non-GAAP Reconciliation section.

(2)This is a non-GAAP measure. Refer to the Non-GAAP Reconciliation section.

(3)GAAP cash flow from operations.

(4)Includes legacy working interest expenditures and fixtures and equipment.

– 2 –

Operating Highlights

	Three Months Ended			Three Months Ended
	March 31, 2024			March 31, 2023
Gas Mcf Sold		1,700,108			1,959,010
Average Sales Price per Mcf before the
effects of settled derivative contracts	$	2.10		$	3.53
Average Sales Price per Mcf after the
effects of settled derivative contracts	$	3.08		$	3.83
% of sales subject to hedges		62	%		48	%
Oil Barrels Sold		37,260			54,107
Average Sales Price per Bbl before the
effects of settled derivative contracts	$	76.01		$	76.01
Average Sales Price per Bbl after the
effects of settled derivative contracts	$	76.19		$	69.90
% of sales subject to hedges		37	%		45	%
NGL Barrels Sold		32,184			33,104
Average Sales Price per Bbl(1)	$	21.51		$	25.18
Mcfe Sold		2,116,776			2,482,276
Natural gas, oil and NGL sales before the
effects of settled derivative contracts	$	7,090,208		$	11,857,247
Natural gas, oil and NGL sales after the
effects of settled derivative contracts	$	8,759,517		$	12,113,923
(1) There were no NGL settled derivative contracts during the 2024 and 2023 periods.

Total Production for the last four quarters was as follows:

Quarter ended	Mcf Sold		Oil Bbls Sold		NGL Bbls Sold		Mcfe Sold
3/31/2024		1,700,108		37,260		32,184		2,116,776
12/31/2023		1,775,577		39,768		38,422		2,244,717
9/30/2023		1,868,012		48,032		32,029		2,348,378
6/30/2023		1,854,485		41,009		33,929		2,304,113

Total production volumes attributable to natural gas were 80% for the quarter ended March 31, 2024.

Royalty Interest Production for the last four quarters was as follows:

Quarter ended	Mcf Sold		Oil Bbls Sold		NGL Bbls Sold		Mcfe Sold
3/31/2024		1,533,580		33,083		20,844		1,857,147
12/31/2023		1,590,301		35,547		23,769		1,946,196
9/30/2023		1,689,396		43,575		20,416		2,073,342
6/30/2023		1,673,346		35,599		20,516		2,010,036

Royalty production volumes attributable to natural gas were 83% for the quarter ended March 31, 2024.

– 3 –

Working Interest Production for the last four quarters was as follows:

Quarter ended	Mcf Sold		Oil Bbls Sold		NGL Bbls Sold		Mcfe Sold
3/31/2024		166,528		4,177		11,340		259,629
12/31/2023		185,276		4,221		14,653		298,521
9/30/2023		178,616		4,457		11,613		275,036
6/30/2023		181,139		5,410		13,413		294,077

Quarter Ended March 31, 2024 Results

The Company recorded net loss of ($0.2) million, or ($0.01) per diluted share, for the quarter ended March 31, 2024, as compared to net income of $9.6 million, or $0.27 per diluted share, for the quarter ended March 31, 2023. The change in net income was principally the result of decreased natural gas, oil and NGL sales, decreased gains associated with our derivative contracts and decreased gains on asset sales, partially offset by decreased income tax provision.

Natural gas, oil and NGL revenue decreased $4.8 million, or 40%, for the quarter ended March 31, 2024, compared to the quarter ended March 31, 2023, due to decreases in natural gas and NGL prices of 41% and 15%, respectively, and decreases in natural gas, oil and NGL volumes of 13%, 31% and 3%, respectively.

The decrease in royalty production volumes during the quarter ended March 31, 2024, as compared to the quarter ended March 31, 2023, resulted from fewer new wells being brought online in the Haynesville Shale due to low gas prices. The production decrease in working interest volumes during the quarter ended March 31, 2024, as compared to the quarter ended March 31, 2023, resulted from the divestiture of working interest properties.

The Company had a net gain on derivative contracts of $0.6 million for the quarter ended March 31, 2024, comprised of a $1.7 million gain on settled derivatives and a ($1.0) million non-cash loss on derivatives, as compared to a net gain of $3.8 million for the quarter ended March 31, 2023. The change in net gain on derivative contracts was due to the Company’s settlements of natural gas and oil collars and fixed price swaps and the change in valuation caused by the difference in March 31, 2024 pricing relative to the strike price on open derivative contracts.

Operations Update

During the quarter ended March 31, 2024, the Company converted 85gross(0.32 net) wells to producing status, including 29 gross (0.10 net) wells in the Haynesville and 27 gross (0.13 net) wells in the SCOOP, compared to 117 gross (0.46 net) wells in the quarter ended March 31, 2023.

At March 31, 2024, the Company had a total of 230 gross (1.099 net) wells in progress and permits across its mineral positions, compared to 263 gross (1.295 net) wells in progress and permits at Dec. 31, 2023. As of April 30, 2024, 15 rigs were operating on the Company’s acreage and 62 rigs operating within 2.5 miles of its acreage.

					Bakken/
					Three		Arkoma
	SCOOP		STACK		Forks		Stack		Haynesville		Other		Total
As of March 31, 2024:
Gross Wells in Progress on PHX Acreage (1)		56		3		2		-		70		5		136
Net Wells in Progress on PHX Acreage (1)		0.248		0.006		0.001		-		0.568		0.026		0.849
Gross Active Permits on PHX Acreage		41		5		-		7		37		4		94
Net Active Permits on PHX Acreage		0.095		0.006		-		0.003		0.126		0.020		0.250
As of April 30, 2024:
Rigs Present on PHX Acreage		10		1		-		-		4		-		15
Rigs Within 2.5 Miles of PHX Acreage		19		7		6		1		19		10		62

(1) Wells in progress includes drilling wells and drilled but uncompleted wells, or DUCs.

Leasing Activity

– 4 –

During the quarter ended March 31, 2024, the Company leased 381 net mineral acres to third-party exploration and production companies for an average bonus payment of $439 per net mineral acre and an average royalty of 23%.

Acquisition and Divestiture Update

During the quarter ended March 31, 2024, the Company purchased 146 net royalty acres for approximately $1.4 million and had no significant divestitures.

	Acquisitions
	SCOOP		Haynesville	Other	Total
During Three Months Ended March 31, 2024:
Net Mineral Acres Purchased		111	-	-		111
Net Royalty Acres Purchased		146	-	-		146

Quarterly Conference Call

PHX will host a conference call to discuss the Company’s results for the quarter endedMarch 31, 2024, at 11 a.m. EDT on May 9, 2024. Management’s discussion will be followed by a question-and-answer session with investors.

To participate on the conference call, please dial 877-407-3088 (toll-free domestic) or 201-389-0927. A replay of the call will be available for 14 days after the call. The number to access the replay of the conference call is 877-660-6853 and the PIN for the replay is 13746174.

A live audio webcast of the conference call will be accessible from the “Investors” section of PHX’s website at https://phxmin.com/events. The webcast will be archived for at least 90 days.

– 5 –

FINANCIAL RESULTS

Statements of Income

	Three Months Ended March 31,
	2024			2023
Revenues:
Natural gas, oil and NGL sales	$	7,090,208		$	11,857,247
Lease bonuses and rental income		151,718			313,150
Gains (losses) on derivative contracts		627,492			3,802,820
		7,869,418			15,973,217
Costs and expenses:
Lease operating expenses		332,409			574,942
Transportation, gathering and marketing		843,504			1,128,756
Production and ad valorem taxes		392,327			552,258
Depreciation, depletion and amortization		2,356,326			1,889,990
Provision for impairment		-			2,073
Interest expense		714,886			557,473
General and administrative		3,347,037			2,981,909
Losses (gains) on asset sales and other		24,212			(4,334,428	)
Total costs and expenses		8,010,701			3,352,973
Income (loss) before provision for income taxes		(141,283	)		12,620,244
Provision for income taxes		42,332			3,067,000
Net income (loss)	$	(183,615	)	$	9,553,244
Basic and diluted earnings per common share	$	(0.01	)	$	0.27
Weighted average shares outstanding:
Basic		36,303,392			35,935,791
Diluted		36,303,392			35,935,791
Dividends per share of
common stock paid in period	$	0.0300		$	0.0225

– 6 –

Balance Sheets

	March 31, 2024			Dec. 31, 2023
Assets
Current assets:
Cash and cash equivalents	$	1,625,749		$	806,254
Natural gas, oil, and NGL sales receivables (net of $0		3,683,671			4,900,126
allowance for uncollectable accounts)
Refundable income taxes		455,553			455,931
Derivative contracts, net		2,400,390			3,120,607
Other		668,705			878,659
Total current assets		8,834,068			10,161,577
Properties and equipment at cost, based on
successful efforts accounting:
Producing natural gas and oil properties		212,852,807			209,082,847
Non-producing natural gas and oil properties		56,150,263			58,820,445
Other		1,360,614			1,360,614
		270,363,684			269,263,906
Less accumulated depreciation, depletion and amortization		(116,177,898	)		(114,139,423	)
Net properties and equipment		154,185,786			155,124,483
Derivative contracts, net		-			162,980
Operating lease right-of-use assets		537,685			572,610
Other, net		429,486			486,630
Total assets	$	163,987,025		$	166,508,280
Liabilities and Stockholders' Equity
Current liabilities:
Accounts payable	$	621,191		$	562,607
Current portion of operating lease liability		236,465			233,390
Accrued liabilities and other		1,100,976			1,215,275
Total current liabilities		1,958,632			2,011,272
Long-term debt		30,750,000			32,750,000
Deferred income taxes, net		6,782,969			6,757,637
Asset retirement obligations		1,073,025			1,062,139
Derivative contracts, net		158,620			-
Operating lease liability, net of current portion		635,506			695,818
Total liabilities		41,358,752			43,276,866
Stockholders' equity:
Common Stock, $0.01666 par value; 54,000,500 shares authorized and
36,121,723 issued at Mar. 31, 2024; 54,000,500 shares authorized
and 36,121,723 issued at Dec. 31, 2023		601,788			601,788
Capital in excess of par value		42,403,417			41,676,417
Deferred directors' compensation		1,425,523			1,487,590
Retained earnings		78,717,910			80,022,839
		123,148,638			123,788,634
Less treasury stock, at cost; 122,785 shares at Mar. 31,
2024, and 131,477 shares at Dec. 31, 2023		(520,365	)		(557,220	)
Total stockholders' equity		122,628,273			123,231,414
Total liabilities and stockholders' equity	$	163,987,025		$	166,508,280

– 7 –

Condensed Statements of Cash Flows

	Three Months Ended			Three Months Ended
	March 31, 2024			March 31, 2023
Operating Activities
Net income (loss)	$	(183,615	)	$	9,553,244
Adjustments to reconcile net income (loss) to net cash provided
by operating activities:
Depreciation, depletion and amortization		2,356,326			1,889,990
Impairment of producing properties		-			2,073
Provision for deferred income taxes		25,332			2,934,000
Gain from leasing fee mineral acreage		(151,718	)		(313,150	)
Proceeds from leasing fee mineral acreage		151,718			373,878
Net (gain) loss on sales of assets		(66,500	)		(4,417,983	)
Directors' deferred compensation expense		45,132			53,589
Total (gain) loss on derivative contracts		(627,492	)		(3,802,820	)
Cash receipts (payments) on settled derivative contracts		1,669,309			816,838
Restricted stock award expense		656,656			580,998
Other		35,731			35,904
Cash provided (used) by changes in assets and liabilities:
Natural gas, oil and NGL sales receivables		1,216,455			2,328,673
Income taxes receivable		378			(776,077	)
Other current assets		207,497			123,948
Accounts payable		67,986			(175,207	)
Other non-current assets		56,338			40,576
Income taxes payable		-			(576,427	)
Accrued liabilities		(212,882	)		261,430
Total adjustments		5,430,266			(619,767	)
Net cash provided by operating activities		5,246,651			8,933,477
Investing Activities
Capital expenditures		(7,440	)		(190,826	)
Acquisition of minerals and overriding royalty interests		(1,406,248	)		(10,236,615	)
Net proceeds from sales of assets		66,500			9,210,005
Net cash provided by (used in) investing activities		(1,347,188	)		(1,217,436	)
Financing Activities
Borrowings under credit facility		1,000,000			6,000,000
Payments of loan principal		(3,000,000	)		(13,300,000	)
Payments on off-market derivative contracts		-			(560,162	)
Payments of dividends		(1,079,968	)		(810,071	)
Net cash provided by (used in) financing activities		(3,079,968	)		(8,670,233	)
Increase (decrease) in cash and cash equivalents		819,495			(954,192	)
Cash and cash equivalents at beginning of period		806,254			2,115,652
Cash and cash equivalents at end of period	$	1,625,749		$	1,161,460
Supplemental Disclosures of Cash Flow Information:
Interest paid (net of capitalized interest)	$	733,799		$	611,922
Income taxes paid (net of refunds received)	$	16,623		$	1,485,505
Supplemental Schedule of Noncash Investing and Financing Activities:
Dividends declared and unpaid	$	41,346		$	50,034
Gross additions to properties and equipment	$	1,406,743		$	10,996,880
Net increase (decrease) in accounts receivable for properties
and equipment additions		6,945			(569,439	)
Capital expenditures and acquisitions	$	1,413,688		$	10,427,441

– 8 –

Derivative Contracts as of March 31, 2024

	Production volume
Contract period	covered per month	Index	Contract price
Natural gas costless collars
April - September 2024	30,000 Mmbtu	NYMEX Henry Hub	$3.00 floor / $3.60 ceiling
April 2024	90,000 Mmbtu	NYMEX Henry Hub	$3.50 floor / $4.70 ceiling
May 2024	95,000 Mmbtu	NYMEX Henry Hub	$3.50 floor / $4.70 ceiling
June 2024	90,000 Mmbtu	NYMEX Henry Hub	$3.50 floor / $4.70 ceiling
October 2024 - June 2025	30,000 Mmbtu	NYMEX Henry Hub	$3.00 floor / $5.00 ceiling
November 2024 - March 2025	90,000 Mmbtu	NYMEX Henry Hub	$3.25 floor / $5.25 ceiling
November - December 2024	35,000 Mmbtu	NYMEX Henry Hub	$3.50 floor / $5.15 ceiling
January - March 2025	30,000 Mmbtu	NYMEX Henry Hub	$3.50 floor / $5.15 ceiling
April 2025 - September 2025	55,000 Mmbtu	NYMEX Henry Hub	$3.00 floor / $3.75 ceiling
November 2025 - March 2026	100,000 Mmbtu	NYMEX Henry Hub	$3.50 floor / $4.85 ceiling
November 2025 - March 2026	75,000 Mmbtu	NYMEX Henry Hub	$3.50 floor / $4.72 ceiling
Natural gas fixed price swaps
April - June 2024	10,000 Mmbtu	NYMEX Henry Hub	$3.21
April - October 2024	50,000 Mmbtu	NYMEX Henry Hub	$3.17
April - July 2024	127,500 Mmbtu	NYMEX Henry Hub	$3.24
July - October 2024	75,000 Mmbtu	NYMEX Henry Hub	$3.47
July - October 2024	25,000 Mmbtu	NYMEX Henry Hub	$3.47
August - September 2024	120,000 Mmbtu	NYMEX Henry Hub	$3.24
October 2024	105,000 Mmbtu	NYMEX Henry Hub	$3.24
November - December 2024	70,000 Mmbtu	NYMEX Henry Hub	$4.16
December 2024	50,000 Mmbtu	NYMEX Henry Hub	$3.39
January - March 2025	60,000 Mmbtu	NYMEX Henry Hub	$4.16
January - March 2025	50,000 Mmbtu	NYMEX Henry Hub	$3.51
April - October 2025	100,000 Mmbtu	NYMEX Henry Hub	$3.28
Oil costless collars
March 2024	1,750 Bbls	NYMEX WTI	$63.00 floor / $76.00 ceiling
April 2024	1,700 Bbls	NYMEX WTI	$63.00 floor / $76.00 ceiling
May 2024	1,750 Bbls	NYMEX WTI	$63.00 floor / $76.00 ceiling
June 2024	1,650 Bbls	NYMEX WTI	$63.00 floor / $76.00 ceiling
March 2024	1,650 Bbls	NYMEX WTI	$65.00 floor / $76.50 ceiling
April - June 2024	500 Bbls	NYMEX WTI	$65.00 floor / $76.50 ceiling
June - September 2024	500 Bbls	NYMEX WTI	$70.00 floor / $78.10 ceiling
July - October 2024	1,650 Bbls	NYMEX WTI	$65.00 floor / $76.50 ceiling
October - December 2024	500 Bbls	NYMEX WTI	$67.00 floor / $77.00 ceiling
Oil fixed price swaps
March 2024	750 Bbls	NYMEX WTI	$71.75
April - October 2024	1,000 Bbls	NYMEX WTI	$66.10
April - June 2024	1,300 Bbls	NYMEX WTI	$70.59
July - October 2024	1,500 Bbls	NYMEX WTI	$69.50
November - December 2024	2,000 Bbls	NYMEX WTI	$69.50
November 2024 - March 2025	1,600 Bbls	NYMEX WTI	$64.80
January - March 2025	500 Bbls	NYMEX WTI	$69.50
January - June 2025	2,000 Bbls	NYMEX WTI	$70.90
April - June 2025	750 Bbls	NYMEX WTI	$69.50
April - June 2025	1,000 Bbls	NYMEX WTI	$68.00
July - September 2025	500 Bbls	NYMEX WTI	$69.50
July - December 2025	1,500 Bbls	NYMEX WTI	$68.90

Non-GAAP Reconciliation

This press release includes certain “non-GAAP financial measures” as defined under the rules and regulations of the U.S. Securities and Exchange Commission, or the SEC, including Regulation G. These non-GAAP financial measures are calculated using GAAP amounts in the Company’s financial statements. These measures, detailed below, are provided in addition to, not as an alternative for,

– 9 –

and should be read in conjunction with, the information contained in the Company’s financial statements prepared in accordance with GAAP (including the notes thereto), included in the Company’s SEC filings and posted on its website.

Adjusted EBITDA Reconciliation

The Company defines “adjusted EBITDA” as earnings before interest, taxes, depreciation and amortization, or EBITDA, excluding non-cash gains (losses) on derivatives and gains (losses) on asset sales and including cash receipts from (payments on) off-market derivatives and restricted stock and deferred directors’ expense. The Company has included a presentation of adjusted EBITDA because it recognizes that certain investors consider this amount to be a useful means of measuring the Company’s ability to meet its debt service obligations and evaluating its financial performance. Adjusted EBITDA has limitations and should not be considered in isolation or as a substitute for net income, operating income, cash flow from operations or other consolidated income or cash flow data prepared in accordance with GAAP. Because not all companies use identical calculations, this presentation of adjusted EBITDA may not be comparable to a similarly titled measure of other companies. The following table provides a reconciliation of net income (loss) to adjusted EBITDA for the quarters indicated:

	Three Months Ended			Three Months Ended			Three Months Ended
	March 31, 2024			March 31, 2023			Dec. 31, 2023
Net Income	$	(183,615	)	$	9,553,244		$	2,513,444
Plus:
Income tax expense		42,332			3,067,000			1,245,460
Interest expense		714,886			557,473			723,685
DD&A		2,356,326			1,889,990			2,443,154
Impairment expense		-			2,073			-
Less:
Non-cash gains (losses)
on derivatives		(1,041,817	)		3,172,399			2,936,659
Gains (losses) on asset sales		66,500			4,417,983			57,505
Plus:
Cash payments on off-market derivative
contracts		-			(373,745	)		-
Restricted stock and deferred
director's expense		701,788			634,587			572,709
Adjusted EBITDA	$	4,607,034		$	7,740,240		$	4,504,288

Debt to Adjusted EBITDA (TTM) Reconciliation

“Debt to adjusted EBITDA (TTM)” is defined as the ratio of long-term debt to adjusted EBITDA on a trailing 12-month (TTM) basis. The Company has included a presentation of debt to adjusted EBITDA (TTM) because it recognizes that certain investors consider such ratios to be a useful means of measuring the Company’s ability to meet its debt service obligations and for evaluating its financial performance. The debt to adjusted EBITDA (TTM) ratio has limitations and should not be considered in isolation or as a substitute for net income, operating income, cash flow from operations or other consolidated income or cash flow data prepared in accordance with GAAP. Because not all companies use identical calculations, this presentation of debt to adjusted EBITDA (TTM) may not be comparable to a similarly titled measure of other companies. The following table provides a reconciliation of net income (loss) to adjusted EBITDA on a TTM basis and of the resulting debt to adjusted EBITDA (TTM) ratio:

– 10 –

	TTM Ended		TTM Ended
	March 31, 2024		March 31, 2023
Net Income	$	4,183,941	$	30,646,855
Plus:
Income tax expense		1,710,792		7,455,000
Interest expense		2,519,806		1,953,232
DD&A		9,032,521		7,265,346
Impairment expense		36,460		6,111,749
Less:
Non-cash gains (losses)
on derivatives		88,315		14,360,063
Gains (losses) on asset sales		377,276		9,604,551
Plus:
Cash payments on off-market derivative
contracts		-		(3,618,427	)
Restricted stock and deferred
director's expense		2,501,129		2,815,183
Adjusted EBITDA	$	19,519,058	$	28,664,324
Debt	$	30,750,000	$	26,000,000
Debt to Adjusted EBITDA (TTM)		1.58		0.91

PHX Minerals Inc.Fort Worth-based, PHX Minerals Inc. is a natural gas and oil mineral company with a strategy to proactively grow its mineral position in its core focus areas. PHX owns mineral acreage principally located in Oklahoma, Texas, Louisiana, North Dakota and Arkansas. Additional information on the Company can be found at www.phxmin.com.

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Cautionary Statement Regarding Forward-Looking Statements

This press release includes “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Words such as “anticipates,” “plans,” “estimates,” “believes,” “expects,” “intends,” “will,” “should,” “may” and similar expressions may be used to identify forward-looking statements. Forward-looking statements are not statements of historical fact and reflect PHX’s current views about future events. Forward-looking statements may include, but are not limited to, statements relating to: the Company’s operational outlook; the Company’s ability to execute its business strategies; the volatility of realized natural gas and oil prices; the level of production on the Company’s properties; estimates of quantities of natural gas, oil and NGL reserves and their values; general economic or industry conditions; legislation or regulatory requirements; conditions of the securities markets; the Company’s ability to raise capital; changes in accounting principles, policies or guidelines; financial or political instability; acts of war or terrorism; title defects in the properties in which the Company invests; and other economic, competitive, governmental, regulatory or technical factors affecting properties, operations or prices. Although the Company believes expectations reflected in these and other forward-looking statements are reasonable, the Company can give no assurance such expectations will prove to be correct. Such forward-looking statements are subject to a number of assumptions, risks and uncertainties, many of which are beyond the control of the Company. These forward-looking statements involve certain risks and uncertainties that could cause results to differ materially from those expected by the Company’s management. Information concerning these risks and other factors can be found in the Company’s filings with the SEC, including its Annual Reports on Form 10-K and Quarterly Reports on Form 10-Q, available on the Company’s website or the SEC’s website at www.sec.gov.

Investors are cautioned that any such forward-looking statements are not guarantees of future performance and that actual results or developments may differ materially from those projected. The forward-looking statements in this press release are made as of the date hereof, and the Company does not undertake any obligation to update the forward-looking statements as a result of new information, future events or otherwise.

Investor Contact:

Rob Fink / Stephen Lee

FNK IR

646.809.4048

PHX@fnkir.com

Corporate Contact:

405.948.1560

inquiry@phxmin.com

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EX-99.2

Investor Presentation May 2024 NYSE: PHX Exhibit 99.2

This presentation does not constitute an offer to sell, a solicitation of an offer to buy, or a recommendation to purchase any security of PHX Minerals Inc. (“PHX” or the “Company”).  No offering of securities shall be made except by means of a prospectus meeting the requirements of Section 10 of the Securities Act of 1933, as amended, or an exemption therefrom.   Cautionary Statement Regarding Forward-Looking Statements  This presentation includes “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. All statements, other than statements of historical fact, included in this presentation that address activities, events or developments that the company expects, believes or anticipates will or may occur in the future are forward looking statements. The words “anticipates”, “plans”, “estimates”, “believes”, “expects”, “intends”, “will”, “should”, “may” and similar expressions may be used to identify forward-looking statements. Forward-looking statements may include, but are not limited to, statements relating to: our ability to execute our business strategies; the volatility of realized natural gas and oil prices; the level of production on our properties; estimates of quantities of natural gas, oil and NGL reserves and their values; general economic or industry conditions; legislation or regulatory requirements; conditions of the securities markets; our ability to raise capital; changes in accounting principles, policies or guidelines; financial or political instability; acts of war or terrorism; title defects in the properties in which we invest; and other economic, competitive, governmental, regulatory or technical factors affecting our properties, operations or prices.  Although the Company believes the expectations reflected in these and other forward-looking statements are reasonable, the Company can give no assurance such statements will prove to be correct. Such forward-looking statements are subject to a number of assumptions, risks and uncertainties, many of which are beyond the control of the Company. These forward-looking statements involve certain risks and uncertainties that could cause the results to differ materially from those expected by the Company’s management. Information concerning these risks and other factors can be found in the Company’s filings with the Securities and Exchange Commission, including its Annual Report on Form 10-K and Quarterly Reports on Form 10-Q, available on the Company's website or the SEC’s website at www.sec.gov.  Readers are cautioned that any such statements are not guarantees of future performance and that actual results or developments may differ materially from those projected in the forward-looking statements. The forward-looking statements in this presentation are made as of the date hereof, and the Company does not undertake any obligation to update the forward-looking statements as a result of new information, future events or otherwise. Use of Non-GAAP Financial Information This presentation includes certain non-GAAP financial measures. Adjusted EBITDA is a supplemental non-GAAP measure that is used by management and external users of our financial statements, such as industry analysts, investors, lenders and rating agencies. PHX defines “Adjusted EBITDA” as earnings before interest, taxes, depreciation and amortization, or EBITDA, excluding unrealized gains (losses) on derivatives and gains (losses) on asset sales and including cash receipts from (payments on) off-market derivatives and restricted stock and deferred directors’ expense. PHX references Adjusted EBITDA in this presentation because it recognizes that certain investors consider Adjusted EBITDA a useful means of measuring our ability to meet our debt service obligations and evaluating our financial performance. Adjusted EBITDA has limitations and should not be considered in isolation or as a substitute for net income, operating income, cash flow from operations or other consolidated income or cash flow data prepared in accordance with GAAP. Because not all companies use identical calculations, the Company’s calculations of Adjusted EBITDA may not be comparable to similarly titled measures of other companies.  Oil and Gas Reserves The SEC generally permits oil and gas companies, in filings made with the SEC, to disclose proved reserves, which are reserve estimates that geological and engineering data demonstrate with reasonable certainty  to be recoverable in future years from known reservoirs under existing economic and operating conditions, and certain probable and possible reserves that meet the SEC’s definitions for such terms. The Company discloses only estimated proved reserves in its filings with the SEC. The Company’s  estimated  proved reserves as of December 31, 2023, referenced in this presentation were prepared by Cawley, Gillespie and Associates, Inc, an independent engineering firm, and comply with definitions promulgated by the SEC. Additional information on the Company’s estimated proved reserves is contained in the Company’s filings with the SEC. Cautionary Statement Regarding Forward-Looking Statements

Source: Company information and Enverus 1 Based on $3.33 per share as of 4/23/2024 and 37.5 million shares outstanding on a fully diluted basis  as of 3/31/2024 2 Market Cap plus debt of $30.8 million minus cash on hand of $1.6 million as of 3/31/2024 3 Calculated as working capital (current assets less current liabilities excluding current derivatives) plus availability on the borrowing base.  See Non-GAAP reconciliation in Appendix 4 Based on $0.12 annualized Dividend per share  5 Total Debt / TTM Adjusted EBITDA; See Non-GAAP Reconciliation in Appendix 6 See Non-GAAP reconciliation in Appendix  7 3P Reserves per 12/31/2023 CGA  Year End Report  proforma acquisitions and activity as of 3/31/2024 at 3/31/2024 SEC price deck of $76.40 per bbl of oil, $21.81 per bbl of NGL, $2.38 per mcf of gas (proved volume weighted average price)  8 As of 3/31/2024; PHX also owns 167,954 unleased net royalty acres normalized to a 1/8th royalty  9 At mid-point of production outlook (see page 10)   Company Snapshot Key Statistics Market Cap1 $124.7 Enterprise Value2 $153.9 Liquidity3 $23.9 Dividend Yield4 3.60% Leverage5 1.58x LTM Adjusted EBITDA6 $19.5 LTM Discretionary Cash Flow Yield6 ~14% LTM ROCE6 ~7% Percent of 3P Reserves – Natural Gas7 ~77% Net Leased Royalty Acres8 91,100 Sustainable Organic Royalty Production Growth MMCFE Outlook9 3 $ in millions CAGR: ~26%

Strategy Execution Goals Set in early 2020 Achievements Through March 31, 2024 High Grade Asset Base Grow royalty production Increase inventory of undeveloped locations Improve operating margins Exit working interest assets Grew royalty production volumes by ~146% Grew 2P royalty reserves by ~151% Completed ~$133 million in mineral acquisitions Built a 10+ year inventory of mineral locations with line-of-sight to development and conversion to cash flow Increased discretionary cash flow margin from 36% to 56% Sold out of over 1,380 working interest wellbores Build a strong and sustainable balance sheet Maintained leverage ratio between 1.0x and 1.6x compared to over 2.5x in 2020 Entered into a new and improved commercial bank relationship Become a consolidator in the mineral space Allocate capital to generate the best possible returns to shareholders Mineral acquisitions completed: 80 Focus on smaller acquisition in targeted areas: ~$1.7 million average deal size generates higher returns with less competition Generate return on capital employed (ROCE) Generated annual ROCE1 between 9% and 15% since 2021; up from ~0% in 2019 and 2020 Return profile driven by royalty volume growth associated with new wells converting from undeveloped locations Improve balance sheet designed to withstand commodity price volatility 1 See Non-GAAP reconciliation in Appendix

Focused in SCOOP and Haynesville Key Operators of PHX Minerals Source: Company info and Enverus 1 As of 04/30/2024 PHX targets areas in key plays with significant active operator development activity Provides line of sight to conversion of undeveloped locations to cash flow

Per Share NAV Continues to Grow 6 Significant improvement in NAV both on an absolute and per share basis (published in every corporate presentation since early 2021) since royalty-only strategy effort began under new management team High grading assets with mineral acquisition program, despite divesting of non-operated working interest, has grown PV10 value and increased NAV per share since change in strategy Below reserve value independently verified by DeGolyer & MacNaughton (2021) and Cawley, Gillespie and Associates, Inc (2022-2024) Current asset base has lower risk, higher growth profile, and improved margins than the PHX pre-2020 legacy asset base Total 2P Reserve Value @ PV-10 ($ millions) NAV per Share Net of Debt Next Twelve-Month NYMEX strip for oil and natural gas as of date reserves analysis was compiled 

Reserves Value Summary SEC Pricing1 Strip Pricing2 $80/$5.00 Flat Pricing3 $272 $351 $450 1 3P Reserves per CGA  Year End 2023 Report proforma acquisitions and activity as of 3/31/2024 at 3/31/2024 SEC price deck of $76.40 per bbl of oil, $21.81 per bbl of NGL, $2.38 per mcf of gas (proved volume weighted average price)  2 3P Reserves per CGA  Year End 2023 Report proforma acquisitions and activity as of 3/31/2024 at 4/16/2024 STRIP price of WTI/HH 2024: $83.02/$2.49, 2025: $76.63/$3.53, 2026: $71.93/$3.98, 2027: $68.74/$4.06, 2028: $66.53/$4.03, 2029: $65.09/$4.01, 2030: $64.31/$4.05, 2031: $63.98/$4.1, 2032: $63.8/$4.04, 2033: $63.72/$4.09, 2034: $63.67/$4.17, 2035: $63.65/$4.33, 2036+: $63.65/$4.43. 3 3P Reserves per CGA  Year End 2023 Report proforma acquisitions and activity as of 3/31/2024 at flat price deck of $80.00 WTI /$5.00 HH. 4 Technical PUDs, reviewed and approved by Cawley, Gillespie and Associates, Inc., share all technical merits of PUDs but development timing is uncertain, therefore Technical PUDs are not included in PHX’s SEC Proved Reserve Report. However, PHX Technical PUDs may be PUDs in their respective operator’s reserve report. 5 Scheduled out approximately 10 years for PROB and 15 years for POSS. 6 PV-10 less net debt of $29.1 MM as of 3/31/2024 divided by total shares outstanding as of 3/31/2024 Reserve Category PV-10 Value ($mm) SEC1 Strip2 $80 / $5.003 PDP $83.3 $109.8 $149.9 Wells in Progress $9.9 $13.9 $18.8 Permits $4.0 $5.9 $7.8 Total Proved Reserves $97.2 $129.6 $176.5 Technical PUDs4 $55.0 $74.9 $93.3 Adjusted Proved Reserves $152.2 $204.5 $269.8 PROB5 $91.4 $114.2 $140.7 POSS5 $28.2 $32.2 $39.4 Total 3P Reserves $271.8 $350.9 $450.0 Proved PV-10 Per Share6 $1.82 $2.68 $3.93 Adjusted Proved PV-10 Per Share6 $3.28 $4.68 $6.43 2P PV-10 Per Share6 $5.73 $7.73 $10.18 3P PV-10 Per Share6 $6.48 $8.59 $11.24

Royalty Cash Flow Driving Shareholder Value Royalty Production and Realized Natural Gas Price Adjusted EBITDA1 Discretionary Cash Flow Margin2 Return on Capital Employed3 $ in millions Source: Company filings ; All quarters are in Calendar Year 1 Calculated as net income excluding non-cash gain/loss on derivatives, income tax expense, interest expense, DD&A, non-cash impairments, non-cash G&A, gain(losses) on asset sales and cash receipts from/payments on off-market derivatives; See Non-GAAP reconciliation in Appendix 2 Calculated as Adjusted EBITDA minus interest expense divided by total oil and gas sales 3 See Non-GAAP reconciliation in Appendix

Stable Balance Sheet & Ample Liquidity Net Debt 1 Percentage Drawn on Credit Facility Advance Rate Debt / Adjusted EBITDA2 (TTM) Liquidity3 $ in millions $ in millions Source: Company filings ; All quarters are in Calendar Year 1 Total debt less cash 2 Total Debt / Adjusted EBITDA;  See Non-GAAP reconciliation in Appendix 3 Calculated as working capital (current assets less current liabilities excluding current derivatives) plus availability on the borrowing base; See Non-GAAP reconciliation in Appendix

PHX Operational Outlook 1 See Non-GAAP reconciliation in Appendix Cal. Year 2022 Actual Cal. 2023 YTD Actual Qtr. Ended Mar. 31, 2024 Actual Cal. Year 2024 Outlook Mineral & Royalty Production (Mmcfe) 6,613 8,123 1,857 8,100 – 8,800 Working Interest Production (Mmcfe) 3,084 1,256 260 1,000 – 1,200 Total Production (Mmcfe) 9,697 9,379 2,117 9,100 – 10,000 Percentage Natural Gas 78% 80% 80% 79% - 82% Transportation, Gathering & Marketing (per mcfe) $0.63 $0.39 $0.40 $0.38 - $0.43 Production Tax (as % of pre-hedge sales) 4.50% 5.20% 5.50% 5.00% - 5.50% LOE Expenses (on an absolute basis in 000’s) $3,807 $1,599 $332 $1,100 - $1,300 Cash G&A(1) (on an absolute basis in 000’s) $9,900 $9,500 $2,645 $9,700 - $9,900  Calendar 2024 production derived from wells already on production and wells currently being drilled/completed by operators Total corporate volumes forecasted to increase for the first time since 2020 after completing our transition away from non-op working interest

PHX Financial Outlook Note: 1 Assumes no additional sales of working interest wellbores 2 Calculated as EBITDA less interest and cash portion of income tax PHX’s growth strategy has the potential to significantly increase its operating cash flow to over $40 million annually by Fiscal Year 2026; representing a 100% increase from the current run rate Key Assumptions Between 250 / 300 gross  (1.1 / 1.3 net) wells converted to PDP annually in 2024 – 2026 PHX has an 8-year inventory of drilling locations Does not assume additional acquisitions Cash flow used to paydown debt; fully paid down in less than 18 months NYMEX Natural Gas ($/mcf) WTI ($/bbl)

Royalty Reserve Growth Sustainable royalty reserve and production growth through conversion of existing mineral location inventory Royalty Reserves Royalty Production MMCFE CAGR: ~36% MMCFE CAGR: ~35%

Yearly Conversions To Producing Wells Strong drilling activity on our mineral assets provides sustainable annual royalty production growth Gross Conversions Net Conversions 1 As of 3/31/2024 1 1

Quarterly Near-Term Drilling Inventory Continuous conversion of undrilled location inventory will drive future royalty volume growth Gross Inventory Net Inventory

Royalty Interest Inventory by Basin  Sub-region  Gross PDP Wells1  Net PDP Wells1,3  Undeveloped Locations1 Sub-region PDP Wells Average NRI1 Gross Wells In Progress2 Net Wells in Progress3 Gross Permits Net Permits3 Gross Technical PUDs4 Net Technical PUDs3,4,5 Gross PROB Net PROB3,5 Gross POSS Net POSS3,5 SCOOP 1,151 4.980 56 .248 41 .095 255 1.011 727 2.102 341 1.230 Haynesville 613 3.473 70 .568 37 .126 321 1.039 228 0.639 4 0.003 STACK 414 1.750 3 0.006 5 0.006 71 0.391 172 1.056 60 0.576 Bakken 627 1.830 2 0.001 0 0.000 67 0.248 135 0.829 9 0.146 Arkoma Stack 535 4.764 0 0.000 7 0.003 2 0.003 97 1.745 83 0.924 Fayetteville 1,073  6.454 0 0.000 0 0.000 0 0 0 0 0 0 Other 2,030 16.744 5 0.026 4 0.020 0 0 0 0 0 0 Total 6,443 39.995 136  0.849 94 0.250 716 2.692 1,359 6.370 497 2.879 Gross Undeveloped Locations 2,802 2,802 Note: 1 As of 3/31/2024 2 Wells in Progress includes wells currently being drilled and wells waiting on completion 3 Net interest on wells are internal estimates and subject to confirmation from operator 4 Technical PUDs, reviewed and approved by Cawley, Gillespie and Associates, Inc., share all technical merits of PUDs but development timing is uncertain. PHX Technical PUDs are most likely PUDs in their respective operator’s reserve report. 5 Technical PUDs, PROB, and POSS net wells assume 10,000 ft. laterals 2 Continuous conversion of undrilled location inventory will drive future royalty volume growth

Analyst Coverage Firm Analyst Contact Stifel Nicolaus Derrick Whitfield whitfieldd@stifel.com Johnson Rice Charles Meade cmeade@jrco.com Northland Securities Donovan Schafer dschafer@northlandcapitalmarkets.com Alliance Global Partners Jeff Grampp jgrampp@allianceg.com

Appendix

Company Leadership Management Team Title Years with Company Experience Chad Stephens President, CEO and Board Director 5 CEO for PHX since 2019 SVP –Corporate Development of Range Resources for 30 years until retiring in 2018 B.A. in Finance and Land Management from University of Texas Ralph D’Amico Executive Vice President, CFO 5 CFO for PHX since 2020 20 years of investment banking experience Bachelor’s in Finance from University of Maryland; MBA from George Washington University Chad True S.V.P. of Accounting 4 >16 years of accounting experience Audit and accounting positions with Grant Thornton LP, Tiptop Oil & Gas and Wexford Capital LP B.S. and Masters in Accounting from Oklahoma State University Danielle Mezo V.P. of Engineering 3 >14 years reservoir engineer experience Reservoir engineer, acquisitions, and corporate planning positions at SandRidge Energy B.S. in Petroleum Engineering from University of Oklahoma and licensed Professional Engineer Kenna Clapp V.P. of Land 3 >14 years of land experience Various land positions with Chesapeake Energy in Haynesville, Eagleford, Mid-Continent and Barnett shales B.S. in Accounting and Finance from Oklahoma State University; JD from Oklahoma City University Taylor McClain V.P. of Geology <1 >10 years of experience across multiple basins including Appalachia, Haynesville, Permian and Mid-Continent Various exploration and production Geologist positions with Range Resources, UBS and Redfield Energy B.S. in Geoscience from Pennsylvania State University and a Masters in Geology from West Virginia University Board of Directors Title Years with Company Experience Mark T. Behrman Chairman 7 CEO of LSB Industries, Inc. since 2018 Managing Director and Head of Investment Banking of the Industrial and Energy Practices of Sterne Agee from 2007 to 2014 MBA in Finance from Hofstra University and B.S. in Accounting, Minor in Finance from Binghamton University Glen A. Brown Director 3 SVP – Exploration for Continental Resources from 2015 through 2017 Exploration manager for EOG Resources Midcontinent from 1991 through 2003 Bachelor’s in Geology from State University of New York; Master’s in Geology from New Mexico State University in Las Cruces Lee M. Canaan Director 8 Founder and portfolio manager of Braeburn Capital Partners, LLC Board member for EQT Corporation and Aethon Energy, LLC Bachelor’s in Geological Sciences from USC, Master’s in Geophysics from UT-Austin, and MBA in Finance from Wharton Peter B. Delaney Director 5 Principal with Tequesta Capital Partners since 2016 Chairman and CEO of OGE Energy Corporation from 2007 through 2015 Steven L. Packebush Director 2 Founder and partner in Elevar Partners, LLC President of Koch Ag & Energy Solutions upon his retirement in 2018 after 30 years with the company Bachelor’s in agricultural economics from Kansas State John H. Pinkerton Director 3 CEO of Range Resources Corporation from 1992 through 2012 Executive Chairman and Chairman of Board of Directors for Encino Energy from 2017 through 2022 B.A. in Business Administration from Texas Christian University; Master’s from the University of Texas at Arlington

Scoop Haynesville Bakken Stack Arkoma Fayetteville Other Total Production Mix Net Production (MMcfe/d)1,2 3.56 10.72 1.16 3.33 1.15 0.81 2.52 23.26 Leased Net Royalty Acres1 9,608 8,316 3,999 6,859 9,894 8,395 44,029 91,1004 Permits on File1 41 37 - 5 7 - 4 94 Rigs Running on PHX Acreage3 10 4 - 1 - - 0 15 Rigs Running Within 2.5 miles of  PHX Acreage3 19 19 6 7 1 - 10 62 Key Operators 1 As of 3/31/2024  2 Includes both royalty and working interest production  3 Provided by Enverus as of 04/30/2024 4 PHX also owns 167,954 unleased net royalty acres normalized to a 1/8th royalty Portfolio Overview by Basin 29%

North Haynesville Update Notable Well Results AETHON | GEP / LEE DSU | 5 WELL AVG 1st Prod             8/2022                                 PHX NRI           2.310% AVG LL                  8,448’                                  AVG CUM    8.1 BCF AVG IP              31.2 MMCF/d  AVG CUM/FT 959 MMCF/FT CHESAPEAKE  |  GRAF 26&23-16-14HC  |  3 WELL AVG 1st Prod              4/2023                          PHX NRI  0.543% AVG LL                  10,001’  AVG CUM            6.7 BCF AVG IP24           31.9   MMCF/d     AVG CUM/FT 670 MMCF/FT CHESAPEAKE  |  MMRTNEZ 20&17 HC  |  3 WELL AVG 1st Prod 5/2023                            PHX NRI             0.722% AVG LL       9,749’ AVG CUM        5.7 BCF AVG IP24 27.9 MMCF/d AVG CUM/FT  585 MMCF/FT  CHESAPEAKE  |  MAYO 13&12-16-14 HC 001-ALT 1st Prod                8/2022                   PHX NRI 0.886% LL          9,859’    CUM  13.0 BCF IP24    34.4 MMCF/d    CUM/FT    1,320 MMCF/FT Source: Company info and Enverus 1 As of 3/31/2024 2 Wells in Progress includes wells currently being drilled and wells waiting on completion 3 Active natural gas and oil horizontal permits filed  4 Data from Enverus as of 04/30/2024 Operators are drilling 3-5 wells per unit, and a positive indication of near term volumes and cashflows Since 2019, core development areas have been extended as new completion designs have lowered breakevens Key Operators: Aethon, Trinity, Chesapeake, Silverhill, Blue Dome and Paloma PHX North Haynesville Ownership1: 6,735 NRA (total PHX Haynesville ownership 8,316 NRA)  Gross Wells In Progress1,2: 51 Gross Active Permits1,3: 33 Gross Active Rigs4: 17 1 2 3 4 1 2 3 4

AETHON | MARCO GAS UNIT | 4 WELL AVG 1st Prod             3/2023                                 PHX NRI           0.403% LL                   8,020’                                  AVG CUM    2.9 BCF IP24             17.8 MMCF/d  AVG CUM/FT 368 MMCF/FT AETHON  |  SILVER HAMMER-PATZAKIS  | 4 WELL AVG 1st Prod              6/2023                          PHX NRI  0.490% LL                   8,267’  AVG CUM            3.2 BCF IP24           21.8 MMCF/d     AVG CUM/FT 382 MMCF/FT AETHON  |  WAYLON UNIT 1H 1st Prod              3/2023                          PHX NRI  0.347% LL                   7,515’  CUM            4.1 BCF IP24           20.3 MMCF/d     CUM/FT 540 MMCF/FT AETHON  |  SALLY RIDE KNOX | 4 WELL AVG 1st Prod                1/2023                   PHX NRI 0.673% AVG LL          8,168’    AVG CUM  4.5 BCF AVG IP24    19.7 MMCF/d    AVG CUM/FT    551 MMCF/FT South Texas Haynesville Update Notable Well Results Source: Company info and Enverus 1 As of 3/31/2024 2 Wells in Progress includes wells currently being drilled and wells waiting on completion 3 Active natural gas and oil horizontal permits filed  4 Data from Enverus as of 04/30/2024 Operators are drilling 3-5 wells per unit, and a positive indication of near term volumes and cashflows Since 2019, core development areas have been extended as new completion designs have lowered breakevens Key Operator is Aethon who has been the most active in the Shelby Trough PHX South Texas Haynesville Ownership1: 993 NRA   Gross Wells In Progress1,2: 19  Gross Active Permits1,3: 4 Gross Active Rigs4: 5 1 2 3 4 1 2 3 4

Springboard III Update Highest resource in-place per DSU in the midcontinent, co-developing the Mississippian Sycamore & Woodford Shale Operators starting to infill existing DSUs; Early results suggest very little to no Parent-Child degradation PHX Springboard III Ownership1: 4,015 NRA Gross Wells In Progress1,2: 18 Gross Active Permits1,3: 6 Gross Active Rigs4: 4 Notable Well Results Source: Company info and Enverus 1 As of 3/31/2024 2 Wells in Progress includes wells currently being drilled and wells waiting on completion 3 Active natural gas and oil horizontal permits filed  4 Data from Enverus as of 04/30/2024 5 NRIs are internal estimates and are subject to confirmation from operator CONTINENTAL  |  BILLY THE KID 2-29-20XHM | SYCAMORE 1st Prod      11/2023 PHX NRI                 0.039% LL        6,887’ IP30 2,653 BOEPD NRM PROP        2,509 #/FT % OIL    82% CHEYENNE  |  EASLON 25-24 S3H |  SYCAMORE  1st Prod      12/2023 PHX NRI              1.91%5 LL 10,225’ IP30 2,431 BOEPD NRM PROP        2’507 #/FT % OIL 84% CONTINENTAL  |  COURBET 13-27-16XHM |  SYCAMORE 1st Prod                5/2023 PHX NRI                 0.238% LL 11,744’ IP30 2,014 BOEPD NRM PROP       2,504 #/FT % OIL 84% CONTINENTAL  |  PARK PLACE 3-28-21-16XHM |  SYCAMORE   1st Prod       6/2023 PHX NRI                 0.350% LL      8,161’ IP30 3,270 BOEPD  NRM PROP 3,446 #/FT % OIL 75% 1 2 3 4 1 2 3 4

STACK MERGE SCOOP MERAMEC OSAGE/SYCAMORE WOODFORD SHALE STACK | MERGE | SCOOP The SCOOP is the premier play in Oklahoma with the highest resource in-place and most horizontal objectives The transition between the SCOOP and STACK is the MERGE where the thickness prevents stacked development The primary target in the STACK is the Meramec All 3 regions are sourced by the Woodford and feature >1,350 btu gas and minimal produced water 1 PHX internally plans all undrilled inventory on a section-by-section basis, the above is a representation of the regional estimate of wells per section, however locally some areas will differ MERGE SCOOP STACK A A’ WOODFORD SHALE OSAGE MERAMEC WOODFORD SHALE SYCAMORE MERAMEC STACK MERGE SCOOP A A’ BOOKED LOCATION UNBOOKED LOCATION

Robust Acquisition Process 24 PHX believes that being the aggregator of choice in our core areas is a key component of our strategy Royalties, just like any other hydrocarbon asset class, are naturally depleting assets and reinvestment is required to maintain and grow cash flows over time We target minerals in our core areas (SCOOP and Haynesville) with full analysis of geology and established type curves in order to minimize execution risk Typical profile of acquisitions includes an already producing component as well as royalties that are either in the process of being developed (WIPs) or will be developed over time (locations) by reputable and creditworthy operators to minimize timing risk Focused on active operators in order to minimize development timing risk Our acquisition program targets returns well in excess of our cost of capital (see ROCE) to drive increasing shareholder value IRR Payback MOIC Commodity Pricing Geology Type Curves Title Review Takeaway Capacity Basin Differentials Development Timing Inputs Requirements PHX’s A&D Methodology

Acquisition Summary Acquisitions by Basin by Year (in thousands) Focused on highest quality rock in the SCOOP and Haynesville plays Targeting a mix of production, near term development opportunities via wells in progress and additional upside potential under high quality operators $34.6M in acquisitions in SCOOP and $88.7M in Haynesville since Q1 of 2020 Positioned For Growth Through Acquisitions Total domestic US mineral market estimated at ~$0.5 - 1 trillion(2) Highly fragmented Predominantly owned by private individuals PHX well positioned to be one of the premier consolidators in our core areas Focus on smaller deals increases opportunity set and potential returns Market Opportunity Midpoint (1) : 97% 1 As of 3/31/2024 2 Midpoint of market size estimate range. Based on production data from EIA and spot price as of 03/31/2021. Assumes 20% of royalties are on Federal lands and there is an average royalty burden of 18.75%. Assumes a 10x multiple on cash flows to derive total market size. Excludes NGL value and overriding royalty interests 3 Enterprise values of PHX, DMCP, KRP, BSM, STR and VNOM as of 03/31/2023

Acquisition History All acreage currently owned in the Haynesville and predominately all acreage currently owned in Springboard III area of interest was acquired under current management team’s guidance Source: Company information and Enverus; Map of active rigs as of 4/30/2024 1 As of 3/31/2024 1 1

Natural Gas – Continued Demand Growth Natural Gas Electrical Generation1 Monthly Electrical Generation by Fuel Type1 Natural Gas Consumption1 1 Source: EIA Natural gas demand from power generation continues to increase and dominate the power stack; increase in solar and wind are coming at the expense of coal 20 additional gas fired power plants with total capacity of 7.7 GW expected to come online in 2024 – 2025 LNG export capacity expected to increase as projects under construction come online in second half of 2024 and in 2025

Natural Gas – Surging LNG Demand Forecasted U.S. Export Annual Volume Growth1 Large Scale Approved Liquefaction Facilities 1 Current LNG export capacity is fully committed Additional capacity of 6.1 Bcf/d is currently under construction and is expected to come online by 2025 Golden Pass trains 1 & 2 expected online in 2024 and train 3 in early 2025 Plaquemines trains 1 – 18 expected online in 2H 2024 and trains 19 – 36 in 2025 US exported more LNG (11.6 Bcf/d) than any other country in first half of 2023 1 Source: EIA

Current Hedge Position Mix of collars and swaps designed to provide upside exposure while protecting downside risk Note: Volumes hedged through 4/24/2024 Gas hedge prices are in $/Mcf and Oil hedge prices are in $/bbl

Reconciliation of Non-GAAP Financial Measures Source: Company Filings

Reconciliation of Non-GAAP Financial Measures

Reconciliation of Non-GAAP Financial Measures Source: Company Filings

Reconciliation of Non-GAAP Financial Measures

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Document And Entity Information	May 08, 2024
Cover [Abstract]
Document Type	8-K
Amendment Flag	false
Document Period End Date	May 08, 2024
Entity Registrant Name	PHX MINERALS INC.
Entity Central Index Key	0000315131
Entity Emerging Growth Company	false
Entity File Number	001-31759
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	73-1055775
Entity Address, Address Line One	1320 South University Drive
Entity Address, Address Line Two	Suite 720
Entity Address, City or Town	Fort Worth
Entity Address, State or Province	TX
Entity Address, Postal Zip Code	76107
City Area Code	(405)
Local Phone Number	948-1560
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of 12(b) Security	Common Stock, $0.01666 par value
Trading Symbol	PHX
Security Exchange Name	NYSE