AT-THE-MARKET EQUITY OFFERING SALES AGREEMENTTerms Agreement • August 25th, 2021 • PHX Minerals Inc. • Crude petroleum & natural gas • New York
PHX Minerals Inc. (formerly known as Panhandle Oil and Gas Inc.), an Oklahoma corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell from time to time to or through Stifel, Nicolaus & Company, Incorporated (“Stifel Nicolaus”), as sales agent and/or principal (“Agent”), up to 3,000,000 shares (the “Shares”) of the Company’s Class A common stock, $0.01666 par value per share (the “Common Stock”) on the terms set forth in Section 2 of this At-The-Market Equity Offering Sales Agreement (this “Agreement”). The Company agrees that whenever it determines to sell Shares directly to the Agent as principal, it will enter into a separate agreement (each, a “Terms Agreement”) in substantially the form of Annex 1 hereto, relating to such sale in accordance with Section 3 of this Agreement.
