10-K: Ridgewood Energy Q Fund Reports Steep 2025 Income Drop
Annual Report
Ridgewood Energy Q Fund, LLC reported a significant decline in net income and oil and gas revenue for the fiscal year ended December 31, 2025, driven by decreased production and lower oil prices.
Summary
- Net income for the fiscal year ended December 31, 2025, was $481 thousand, a substantial decrease from $1,305 thousand in 2024.
- Oil and gas revenue decreased to $1,767 thousand in 2025 from $2,824 thousand in 2024, primarily due to lower sales volumes and decreased oil prices.
- Total revenue fell to $2,025 thousand in 2025 from $3,054 thousand in 2024.
- Oil sales volumes decreased from 36 thousand barrels in 2024 to 25 thousand barrels in 2025, while the average oil price per barrel dropped from $75 to $65.
- Gas sales volumes decreased from 51 thousand mcfs in 2024 to 37 thousand mcfs in 2025, although the average gas price per mcf increased from $3.19 to $3.85.
- Two wells in the Beta Project were shut-in for pressure build during the third quarter of 2025, impacting production volumes.
- Distributions to shareholders and the Manager decreased significantly to $0.7 million in 2025 from $2.3 million in 2024.
- The Fund's capital is fully invested, and it will not invest in any new projects, limiting activities to existing working interests.
- Proved undeveloped reserves for the Beta Project remained relatively consistent, with 0.1 million barrels of oil, 5 thousand barrels of NGL, and 25 thousand mcf of natural gas as of December 31, 2025.
- Estimated capital commitments related to oil and gas properties were $3.5 million as of December 31, 2025, with $1.4 million expected to be spent in 2026 for development costs and asset retirement obligations.
Sentiment
Score: 3
Explanation: StockSavvy.ai views this filing negatively due to significant declines in key financial metrics, including net income and revenue, coupled with operational challenges like shut-in wells and decreasing production volumes, despite some positive management outlook on liquidity.
Positives
- The average gas price per mcf increased to $3.85 in 2025 from $3.19 in 2024.
- The Fund expects cash flow from operations, combined with its current cash position and salvage fund, to be sufficient to cover its commitments and ongoing operations.
- The Manager's annual management fee has been waived for the remaining life of the Fund since 2009.
Negatives
- Net income decreased by 63.1% from $1,305 thousand in 2024 to $481 thousand in 2025.
- Oil and gas revenue declined by 37.4% from $2,824 thousand in 2024 to $1,767 thousand in 2025.
- Total revenue decreased by 33.7% from $3,054 thousand in 2024 to $2,025 thousand in 2025.
- Distributions to shareholders and the Manager significantly decreased from $2.3 million in 2024 to $0.7 million in 2025.
- Oil sales volumes decreased by 30.6% and average oil prices declined by 13.3% year-over-year.
- Gas sales volumes decreased by 27.5% year-over-year.
- Two wells in the Beta Project were shut-in for pressure build during the third quarter of 2025, contributing to reduced production.
- Total proved reserves (MBOE) decreased from 120.3 thousand in 2024 to 112.2 thousand in 2025.
- Standardized measure of discounted future net cash flows decreased significantly from $2,667 thousand in 2024 to $1,410 thousand in 2025.
Risks
- Impact of future widespread health emergencies or public health crises such as pandemics and epidemics.
- Adverse weather conditions, such as hurricanes, which can significantly impact operations and cash flows in the Gulf of America.
- Changes in market and other conditions affecting the pricing, production, and demand of oil and natural gas.
- Volatility in oil and natural gas commodity prices, which can reduce revenues, profits, and commercially recoverable reserves, potentially leading to impairment charges.
- The military conflict between Russia and Ukraine and the global response to such conflict, and other geopolitical events (e.g., Israel/Iran conflict, confrontation with Venezuela) impacting global financial and commodity markets.
- The cost and availability of equipment for oil and gas operations.
- Changes in domestic and foreign governmental regulations, including environmental laws, OCSLA, BSEE/BOEM financial assurance requirements, Clean Water Act, Clean Air Act, and climate change initiatives.
- Concentration of production and revenues from the Beta Project, making the Fund vulnerable to significant production problems, infrastructure interruptions, adverse weather, or inaccuracies in reserves estimates related to this single project.
- Reliance on unaffiliated third-party operators for drilling, administration, and production activities, meaning the Fund does not have direct control over operations.
- Potential inadequacy of insurance coverage to protect against material losses, especially if yearly coverage is exhausted by claims from the Fund or its affiliates.
- Uncertainties inherent in estimating quantities of proved reserves and projecting future revenues, net cash flows, production rates, and development expenditures.
- The Fund's bank balances, including the salvage fund, exceeded federally insured limits by $3.8 million as of December 31, 2025, posing a risk in case of bank failure.
- The ongoing lawsuit challenging BOEM's new rule on Risk Management and Financial Assurance for OCS Lease and Grant Obligations, which could impact future financial assurance requirements.
Future Outlook
The Fund expects to spend $1.5 million for additional development costs related to planned well recompletions for the Beta Project and $2.0 million for asset retirement obligations. It anticipates that cash flow from operations, along with existing cash-on-hand and the salvage fund, will be sufficient to cover these commitments and ongoing operations. However, future results and cash flows are dependent on revenues from the Beta Project and are subject to fluctuations in oil and natural gas commodity prices. The Fund will not invest in any new projects, limiting its investment activities to existing working interests.
Management Comments
- Management believes the Fund is well positioned to withstand price volatility and will continue to closely manage and coordinate its capital spending estimates within its expected cash flows.
- The President and Partner and Chief Financial Officer concluded that the Fund's disclosure controls and procedures are effective as of December 31, 2025.
- Management concluded that the Fund's internal control over financial reporting is effective as of December 31, 2025.
Industry Context
StockSavvy.ai notes that the reported financial declines occurred against a backdrop of generally lower oil prices in 2025, despite brief spikes related to geopolitical events like the Israel/Iran conflict. Global crude demand saw stable but modest growth, while market supply increased due to secular production growth and a dovish policy shift by OPEC Plus, particularly Saudi Arabia. The Fund's reliance on a single major project (Beta Project) and its exposure to Gulf of America weather conditions highlight specific vulnerabilities within the broader volatile oil and gas market.
Comparison to Industry Standards
- The filing does not provide specific comparable companies or projects with detailed results to assess performance against global benchmarks. However, the significant decline in oil and gas revenue and net income contrasts with a general industry environment that saw stable, albeit modest, demand growth for crude globally, suggesting the Fund's specific operational challenges (e.g., shut-in wells, natural declines) may have exacerbated the impact of broader market conditions.
Management Changes
| Role | Previous Person | New Person | Effective Date | Reason |
|---|---|---|---|---|
| President and Partner (Ridgewood Energy) and Executive Officer (Fund) | Chief Operating Officer (Ridgewood Energy) | Niloy Shah | 2025-01-01 (Ridgewood Energy), 2025-04-30 (Fund) | Promotion within Ridgewood Energy and subsequent appointment to Fund executive officer. |
| CEO and PEO (Fund) | Kathleen P. McSherry | Niloy Shah | 2025-04-30 | Relinquished role due to appointment of Mr. Shah. |
| Secretary (Fund) | Mr. Gulino | Maria E. Haggerty | 2026-01-01 | Mr. Gulino's retirement on December 31, 2025. |
Corporate Governance
| Change Type | Description | Effective Date | Impact Assessment |
|---|---|---|---|
| Board Structure | The Fund does not have its own board of directors or any board committees, relying on the Manager for recommendations regarding dispositions and financial disclosure. | N/A | Centralizes governance decisions with the Manager, potentially reducing direct shareholder oversight at the Fund level. |
| Cyber Risk Committee | The Manager has a Cyber Risk Committee, comprised of the CIO and other executive officers of the Fund, responsible for reviewing and approving or rejecting escalated non-standard IT change requests. | N/A | Provides senior management oversight for cybersecurity risks, enhancing the Fund's resilience against cyber threats. |
Legal Proceedings
- A lawsuit was filed on June 17, 2024, by the States of Louisiana, Texas, and Mississippi, along with industry advocate groups, challenging parts of BOEM's final rule on Risk Management and Financial Assurance for OCS Lease and Grant Obligations. The litigation was stayed on December 10, 2025, in anticipation of a new rule.
Related Party Transactions
- The Manager receives 15% of the cash distributions from operations made by the Fund. Distributions to the Manager were $0.1 million in 2025 and $0.3 million in 2024.
- The Fund reimburses the Manager $80 thousand annually for accounting and investor relations services, included in general and administrative expenses.
- Beta Sales and Transport, LLC (Beta S&T), a wholly-owned subsidiary of the Manager, acts as an aggregator for the Fund's oil and natural gas from the Beta Project, purchasing and selling volumes to third parties without compensation.
- The Fund is a party to a production handling, gathering and operating services agreement (PHA) with affiliated entities (Ridgewood Claiborne, LLC, Ridgewood Energy Stingray L.P., Institutional Fund III, Institutional Fund IV) to provide services for the Claiborne Project via the Beta Project facility, earning $0.1 million in other revenue in both 2025 and 2024.
- Short-term payables and receivables, which do not bear interest, arise from transactions with affiliates in the ordinary course of business.
- The Fund has working interest ownership in certain oil and natural gas projects also owned by other entities managed by the Manager.
Stakeholder Impact
- Shareholders: Experienced a significant decrease in distributions in 2025 ($0.6 million) compared to 2024 ($2.0 million), reflecting lower operational cash flows.
- Manager (Ridgewood Energy Corporation): Also experienced a decrease in distributions in 2025 ($0.1 million) compared to 2024 ($0.3 million), aligning with the Fund's reduced profitability.
- Employees: The Fund has no direct employees; all operations and management are handled by the Manager.
- Customers: The Fund has two major customers, but a ready market for oil and natural gas suggests the loss of any individual customer would not have a material adverse effect.
- Creditors: The Fund's ability to cover capital commitments and ongoing operations from cash flow and existing cash-on-hand is expected to be sufficient, mitigating immediate concerns for creditors, but declining cash flows could be a long-term concern.
Next Steps
- Complete rig recompletion operation for Well #4, which began in January 2026.
- Proceed with scheduled rig recompletions for Well #5 and Well #2.
- Operator to finalize plans to return Well #3 to production.
- The Fund will continue to reassess its estimated decommissioning liabilities and reserve for additional funding as necessary.
- The Fund is evaluating the impact of new FASB accounting guidance on interim disclosures, effective Q1 2028.
Key Dates
| Date | Description |
|---|---|
| 2005-08-16 | Ridgewood Energy Q Fund, LLC was formed as a Delaware limited liability company. |
| 2005-09-06 | The Fund initiated its private placement offering. |
| 2005-12-30 | The private placement offering was terminated. |
| 2009 | The Manager waived its annual management fee for the remaining life of the Fund. |
| 2012 | The Beta Project was determined to be a discovery. |
| 2016 | The Beta Project commenced production from its first two wells. The Fund entered into a master agreement with Beta S&T. |
| 2016-12-12 | Production handling, gathering and operating services agreement (PHA) with Ridgewood Claiborne, LLC became effective. |
| 2017 | Additional five wells in the Beta Project commenced production. |
| 2018 | Additional five wells in the Beta Project commenced production. |
| 2019 | Additional five wells in the Beta Project commenced production. BSEE adopted a final rule revising standards for blowout prevention systems (2019 Well Control Rule). |
| 2019-07-15 | The 2019 Well Control Rule became effective. |
| 2019-09-12 | EPA and the Army repealed the 2015 definition of waters of the United States (WOTUS). |
| 2019-12-23 | Repeal of 2015 WOTUS rule became effective, restoring previous regulation. |
| 2020-06-05 | BOEM published the Offshore Air Quality Rule, effective July 6, 2020. |
| 2020-10-16 | BOEM and BSEE published a proposed new rule entitled Risk Management, Financial Assurance and Loss Prevention. |
| 2021 | CEQ withdrew the 2020 NEPA rule and issued an Interim Final Rule on June 29, 2021, extending the deadline for federal agencies to update NEPA procedures. |
| 2022-05-12 | A third-party working interest owner assigned rights to services under the PHA to Ridgewood Institutional IV Prospective Leases, LLC. |
| 2022-09-12 | BSEE announced proposed revisions to provisions of the 2019 Well Control Rule. |
| 2022-09-14 | Proposed revisions to 2019 Well Control Rule published in Federal Register with 60-day public comment period. |
| 2022-12-30 | EPA and Department of the Army announced a final rule establishing a revised definition of WOTUS (the 2022 Definition). |
| 2023-01-01 | Fixed percentage overriding royalty interest (ORRI) of 6.25% in Beta Project production conveyed to former lender. |
| 2023-01-09 | CEQ published interim guidance to assist agencies with analyzing GHG emissions and climate change effects for NEPA review, effective immediately. |
| 2023-04-18 | BSEE published a final rule on Risk Management, Financial Assurance and Loss Prevention, effective May 18, 2023. |
| 2023-05-02 | Interior announced its intent to revise the final rule on Risk Management and Financial Assurance for OCS Lease and Grant Obligations. |
| 2023-05-25 | U.S. Supreme Court rendered its decision in Sackett v. EPA, rejecting the 2022 WOTUS Definition. |
| 2023-08-23 | Final revision to the 2019 Well Control Rule was published in the Federal Register, effective October 23, 2023. |
| 2023-08-29 | EPA and Department of the Army issued a final rulemaking revising the 2022 WOTUS Definition (the WOTUS Rule), effective September 8, 2023. |
| 2024-01-01 | Niloy Shah appointed President and Partner of Ridgewood Energy. |
| 2024-02-22 | Kathleen P. McSherry appointed CEO and PEO of the Fund, and Maria E. Haggerty appointed executive officer of the Fund. |
| 2024-04-24 | BOEM published a final rule on Risk Management and Financial Assurance for OCS Lease and Grant Obligations, effective June 29, 2024. |
| 2024-06-28 | BOEM issued a timeline on its website for implementing the new financial assurance rule. |
| 2024-06-17 | States of Louisiana, Texas and Mississippi, along with industry groups, filed a lawsuit challenging BOEM's financial assurance rule. |
| 2024-07-01 | CEQ published a final rule in the Federal Register for the Phase II rulemaking for NEPA regulations. |
| 2024-09-30 | Ridgewood Claiborne, LLC transferred its ownership to Stingray. |
| 2025-01-20 | Executive Order 14154, 'Unleashing American Energy,' was signed. |
| 2025-03-31 | Well #4 in the Beta Project was shut-in for pressure build during the third quarter. |
| 2025-04-30 | Niloy Shah appointed executive officer of the Fund. Kathleen P. McSherry relinquished CEO and PEO roles. |
| 2025-06 | Oil prices briefly spiked related to the war between Israel and Iran. |
| 2025-09-12 | Civil penalties for OCSLA environmental violations were increased and adjusted for inflation. |
| 2025-12-10 | Court ordered a continuation of the stay in the lawsuit challenging BOEM's financial assurance rule. |
| 2025-12-31 | Fiscal year end for the annual report. Mr. Gulino retired. |
| 2026-01-01 | Maria E. Haggerty appointed Secretary of the Fund. |
| 2026-01 | Rig recompletion operation for Well #4 in the Beta Project began and is ongoing. |
| 2026-01-30 | Date for which 830.5577 shares of LLC Membership Interest were outstanding. |
| 2026-02-26 | Date of filing of the Annual Report on Form 10-K. |
| 2027-12-31 | Effective date for new FASB accounting guidance on disaggregated disclosures of certain costs and expenses for the Fund. |
| 2028-01-01 | Effective date for new FASB accounting guidance on interim financial reporting for the Fund. |
Keywords
Oil and Gas, SEC Filing, 10-K, Energy, Gulf of America, Offshore Drilling, Commodity Prices, Financial Performance, Production, Reserves, Ridgewood Energy, Beta Project, Regulatory Compliance, Asset Retirement Obligations
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