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SCHEDULE 13D/A 0000902749 XXXXXXXX LIVE 39 Common Stock, par value $0.50 per share 04/03/2025 false 0000010048 068221100 BARNWELL INDUSTRIES INC 1100 ALAKEA ST. SUITE 500 HONOLULU HI 96813 Ned L. Sherwood (772) 448-3877 151 Terrapin Point Vero Beach FL 32963 0000902749 N Ned L. Sherwood OO N X1 0.00 3006033.13 0.00 3006033.13 3006033.13 N 29.90 IN * Includes (i) 2,767,995.138 shares of Common Stock held by MRMP-Managers LLC, of which Ned L. Sherwood is the Chief Investment Officer, and (ii) 238,038 shares of Common Stock held by the Ned L. Sherwood Revocable Trust, of which Ned L. Sherwood is the sole trustee and beneficiary. Ned L. Sherwood disclaims beneficial ownership of such Common Stock except to the extent of his pecuniary interest therein. Y MRMP-Managers LLC OO N DE 0.00 2767995.13 0.00 2767995.13 2767995.13 N 27.53 OO Y Ned L. Sherwood Revocable Trust OO N NY 0.00 238038.00 0.00 238038.00 238038.00 N 2.37 OO Common Stock, par value $0.50 per share BARNWELL INDUSTRIES INC 1100 ALAKEA ST. SUITE 500 HONOLULU HI 96813 This Amendment No. 39 to Statement of Beneficial Ownership on Schedule 13D (this "Amendment No. 39") amends the Statement of Beneficial Ownership on Schedule 13D filed by Ned L. Sherwood on June 11, 2013 (as amended by the Reporting Persons, the "Schedule 13D" or this "Statement"). Except as amended and supplemented by this Amendment No. 39, the Schedule 13D remains unchanged. Item 4 is amended and supplemented as follows: The Reporting Persons hereby issue an additional open letter to shareholders of Barnwell filed as Exhibit 99.1 herewith. The Reporting Persons once again hereby affirm that they have no current intent to engage in a control transaction with the Company. Mr. Sherwood beneficially owns in the aggregate 3,006,033.138 shares of Common Stock, which represents approximately 29.90% of the Company's outstanding shares of Common Stock. Each percentage ownership of Common Stock set forth in this Statement is based on the 10,053,534 shares of Common Stock reported by the Company as outstanding as of December 13, 2024 in the Company's Annual Report on Form 10-K filed with the Securities and Exchange Commission on December 17, 2024. No transactions in the Common Stock have been effected by the Reporting Persons since the filing of Amendment No. 32 on May 31, 2024. Information set forth in Item 4 above is hereby incorporated herein by reference. Pursuant to Rule 13d-1(k) promulgated under the Securities Exchange Act of 1934, as amended, the Reporting Persons have entered into an agreement with respect to the joint filing of this Statement, which agreement is set forth on the signature page to this Statement. Exhibit 99.1 Open Letter to Shareholders, dated as of April 3, 2025 Ned L. Sherwood /s/ Ned L. Sherwood NED L. SHERWOOD 04/03/2025 MRMP-Managers LLC /s/ Ned L. Sherwood Ned L. Sherwood/Chief Investment Officer 04/03/2025 Ned L. Sherwood Revocable Trust /s/ Ned L. Sherwood Ned L. Sherwood/Trustee 04/03/2025