UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
Current Report
Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported):
(Exact name of registrant as specified in its charter)
(State or other jurisdiction of | (Commission File Number) | (I.R.S. Employer Identification |
c/o Deutsche Bank Trust Company Americas | |
(Address of principal executive offices) | (Zip Code) |
(
(Registrant’s telephone number, including area code)
N/A
(Former name or former address, if changed since last report)
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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 2.02Results of Operations and Financial Condition.
Announcement of Mesabi Trust Distribution
On July 14, 2026, Mesabi Trust (the “Trust”) issued a press release announcing that the Trustees of Mesabi Trust declared a distribution of five cents ($0.05) per Unit of Beneficial Interest payable on August 20, 2026 to Mesabi Trust Unitholders of record at the close of business on July 30, 2026. This compares to a twelve cents ($0.12) per Unit distribution declared for the same period last year. A copy of the press release is being furnished as Exhibit 99.1 to this Form 8-K.
Item 9.01Financial Statements and Exhibits.
(d)Exhibits.
Exhibit No. | | Description |
99.1 | ||
104 | Cover Page Interactive Data File (formatted in Inline XBRL and included as Exhibit 101) |
In accordance with general instruction B.2 to Form 8-K, the information in this Form 8-K shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
MESABI TRUST | ||
By: | /s/ Arian Kalaba | |
Arian Kalaba | ||
Associate | Corporate Debt & Agency | ||
Deutsche Bank Trust Company Americas, | ||
Dated: July 14, 2026
EXHIBIT 99.1
MESABI TRUST PRESS RELEASE
July 14, 2026 @ 04:05 PM Eastern Daylight Time
NEW YORK--(BUSINESS WIRE)
Announcement of Mesabi Trust Distribution
The Trustees of Mesabi Trust (NYSE:MSB) declared a distribution of five cents ($0.05) per Unit of Beneficial Interest (“Unit”) payable on August 20, 2026 to Mesabi Trust Unitholders of record at the close of business on July 30, 2026. This compares to a twelve cents ($0.12) per Unit distribution declared for the same period last year.
The Trustees’ announcement today of a five cents ($0.05) per Unit distribution, as compared to the twelve cents ($0.12) per Unit distribution announced by the Trust at the same time last year, reflects consideration of several factors. In particular, the Trustees’ current distribution determination reflects that the Trust’s receipt of total royalty payments of $1,625,300 on April 30, 2026, from Cleveland-Cliffs Inc. (“Cliffs”), the parent company of Northshore Mining Company (“Northshore”), included no bonus royalty payment and were lower than the total royalty payments of $2,422,329 received by the Trust from Cliffs in April 2025.
The Trustees’ distribution announcement today also takes into account several other factors, including uncertainties resulting from Cliffs’ prior announcements regarding its vertical supply chain planning, the current volatility in the iron ore and steel industries generally, national and global economic uncertainties, potential changes in trade laws, the volume of unfairly traded imports, the imposition of new or termination of international duties or tariffs and ongoing disturbances from global unrest.
The Trustees have received no specific updates on Cliffs’ plans for the current year concerning Northshore iron ore operations or Northshore’s production, sale or shipments of iron ore products.
Quarterly royalty payments from Cliffs and Northshore for iron ore production and shipments during the second calendar quarter, which are payable to Mesabi Trust under the royalty agreement, are due July 30, 2026, together with the quarterly royalty report. After receiving the quarterly royalty report and payment, Mesabi Trust plans to file a summary of the quarterly royalty report with the Securities and Exchange Commission in a Current Report on Form 8-K.
Forward-Looking Statements
This press release contains certain forward-looking statements with respect to Northshore operations and Cliffs during 2026 and other matters, which statements are intended to be made under the safe harbor protections of the Private Securities Litigation Reform Act of 1995, as amended. Actual production, prices, price adjustments, sales and shipments of iron ore pellets, as well as actual royalty payments (including bonus royalties) could differ materially from current expectations due to inherent risks and uncertainties such as general adverse business and industry economic trends, uncertainties arising from war, terrorist events, imposition or termination of duties or tariffs and retaliatory tariffs, higher or lower customer demand for steel and iron ore, decisions by mine operators regarding curtailments or idling production lines or entire plants, environmental compliance uncertainties, difficulties in obtaining and renewing necessary operating permits, higher imports of steel and iron ore substitutes, processing difficulties, consolidation and restructuring in the domestic steel market and other factors. Further, historically some of the royalties earned by Mesabi Trust have been based on estimated prices that are subject to interim and final adjustments, which can be positive or negative, and may be dependent in part on multiple price and inflation index factors under agreements to which Mesabi Trust was not a party and that were not known until after the end of a contract year. Although the Mesabi Trustees
believe that any such forward-looking statements are based on reasonable assumptions, such statements are subject to risks and uncertainties, which could cause actual results to differ materially. Additional information concerning these and other risks and uncertainties is contained under the caption “Risk Factors” in Mesabi Trust’s filings with the Securities and Exchange Commission, including its Annual Report on Form 10-K for the fiscal year ended January 31, 2026 (filed April 22, 2026) and its Quarterly Report on Form 10-Q for the fiscal quarter ended April 30, 2026 (filed June 12, 2026). Mesabi Trust undertakes no obligation to publicly update or revise any of the forward-looking statements made herein to reflect events or circumstances after the date hereof.
Contact:
Mesabi Trust SHR Unit
Deutsche Bank Trust Company Americas
904-271-2520