Item 5.02 Departure of Directors or Certain Officers; Election of Directors;


            Appointment of Certain Officers; Compensatory Arrangements of Certain
            Officers.

On January 11, 2023, the Board of Directors of CorEnergy Infrastructure Trust, Inc. (the "Company") appointed Robert L Waldron as President of the Company. Mr. Waldron will continue to serve as the Company's Chief Financial Officer. David J. Schulte, the Company's former President, will continue to serve as the Company's Executive Chairman and Chief Executive Officer.

Mr. Waldron, age 51, joined the Company in 2021, as Executive Vice President and Chief Financial Officer. He has more than 20 years of experience in the energy, industrial and financial industries. Prior to joining the Company, Mr. Waldron spent six years as Chief Financial Officer at Crimson Midstream Holdings, LLC ("Crimson Midstream"), before the Company acquired its ownership interest in Crimson Midstream. Before joining Crimson Midstream, Mr. Waldron worked for eight years in energy investment banking at Citi and UBS where he focused primarily on capital markets and M&A in the midstream sector. Mr. Waldron started his career in corporate R&D at Dow Chemical where he focused on design and optimization of Dow's manufacturing processes. He earned a Bachelor of Science in Chemical Engineering from the University of Utah, a Master of Science in Chemical Engineering from Massachusetts Institute of Technology, and a Master of Business from Northwestern University.

On January 11, 2023, the Company and Mr. Waldron entered into a letter agreement, dated January 11, 2023 (the "Letter Agreement"), setting forth the terms of Mr. Waldron's compensation in recognition of his new role described above. Under the Letter Agreement, Mr. Waldron's annual base salary will be $440,000, of which 10% will be paid in the form of immediately vested Company common stock on a quarterly basis, and he will be entitled to an annual target bonus opportunity and long-term incentive opportunity of 50% and 70%, respectively, of his base salary beginning with the 2023 fiscal year. A copy of the Letter Agreement is filed herewith as Exhibit 10.1 and incorporated herein by reference.

There are no arrangements or understandings between Mr. Waldron and any other person pursuant to which he was appointed as President of the Company, and there is no family relationship between Mr. Waldron and any of the Company's other directors or executive officers. Mr. Waldron is not a party to any current or proposed transaction with the Company for which disclosure is required under Item 404(a) of Regulation S-K.

Item 9.01 Financial Statements and Exhibits.




(d)  EXHIBITS.

      Exhibit No.        Description
          10.1             Letter Agreement with Robert     L     Waldron
                         Cover Page Interactive Data File (embedded within the Inline XBRL
          104            document)

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