Item 5. Other Information
ITEM 5. OTHER INFORMATION
During the three months ended September 30, 2025, no director or officer of the Company adopted or terminated a “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement,” as each term is defined in Item 408 of Regulation S-K.
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47
HIGHPEAK ENERGY, INC.
ITEM 6. EXHIBITS
Exhibit
Number
Description
3.1
Second Amended & Restated Certificate of Incorporation of HighPeak Energy, Inc. (incorporated by reference to Exhibit 3.1 to the Company’ s Current Report on Form 8-K (File No. 001-39464) filed with the SEC on June 2, 2023).
3.2
Amended and Restated Bylaws of HighPeak Energy, Inc. (incorporated by reference to Exhibit 3.1 to the Company’ s Current Report on Form 8-K (File No. 001-39464) filed with the SEC on November 9, 2020).
4.1
Registration Rights Agreement, dated as of August 21, 2020, by and among HighPeak Energy, Inc., HighPeak Pure Acquisition, LLC, HighPeak Energy, LP, HighPeak Energy II, LP, HighPeak Energy III, LP and certain other security holders named therein (incorporated by reference to Exhibit 4.4 to the Company’ s Current Report on Form 8-K (File No. 001-39464) filed with the SEC on August 27, 2020).
4.2
Stockholders’ Agreement, dated as of August 21, 2020, by and among HighPeak Energy, Inc., HighPeak Pure Acquisition, LLC, HighPeak Energy, LP, HighPeak Energy II, LP, HighPeak Energy III, LP, Jack Hightower and certain directors of Pure Acquisition Corp. (incorporated by reference to Exhibit 4.3 to the Company ’ s Current Report on Form 8-K (File No. 001-39464) filed with the SEC on August 27, 2020).
4.3
Amendment and Assignment to Warrant Agreement, dated as of August 21, 2020, by and among Pure Acquisition Corp., Continental Stock Transfer & Trust Company and HighPeak Energy, Inc. (incorporated by reference to Exhibit 4.2 to the Company ’ s Current Report on Form 8-K (File No. 001-39464) filed with the SEC on August 27, 2020).
10.1
Second Amendment to Revolving Credit Agreement, dated August 1, 2025, by and among HighPeak Energy, Inc., as borrower, Fifth Third Bank, National Association, as administrative agent, the guarantors party thereto and the lenders party thereto (incorporated by reference to Exhibit 10.1 to the Company’ s Current Report on Form 8-K (File No. 001-39464) filed with the SEC on August 4, 2025).
10.2
Master Assignment and First Amendment to Credit Agreement, dated August 1, 2025, by and among HighPeak Energy, Inc., as borrower, the guarantors party thereto, Texas Capital Bank, as administrative agent, Chambers Energy Management, LP, as collateral agent, and the lenders party thereto (incorporated by reference to Exhibit 10.2 to the Company’ s Current Report on Form 8-K (File No. 001-39464) filed with the SEC on August 4, 2025).
10.3
HighPeak Energy, Inc. Change in Control Plan and Summary Plan Description (incorporated by reference to Exhibit 10.1 to the Company ’ s Current Report on Form 8-K (File No. 001-39464) filed with the SEC on September 15, 2025).
10.4†
Separation Agreement and General Release of Claims by and between the Company and Jack Hightower, effective September 15, 2025 (incorporated by reference to Exhibit 10.1 to the Company’ s Current Report on Form 8-K (File No. 001-39464) filed with the SEC on September 16, 2025).
31.1*
Certification of the Company ’ s Chief Executive Officer Pursuant to Section 302 of the Sarbanes Oxley Act of 2002 (18 U.S.C. Section 7241).
31.2*
Certification of the Company ’ s Chief Financial Officer Pursuant to Section 302 of the Sarbanes Oxley Act of 2002 (18 U.S.C. Section 7241).
32.1**
Certification of the Company ’ s Chief Executive Officer Pursuant to Section 906 of the Sarbanes Oxley Act of 2002 (18 U.S.C. Section 1350).
32.2**
Certification of the Company ’ s Chief Financial Officer Pursuant to Section 906 of the Sarbanes Oxley Act of 2002 (18 U.S.C. Section 1350).
101.INS**
Inline XBRL Instance Document – The instance document does not appear in the Interactive Data File because its XBRL tabs are embedded within the Inline XBRL document
101.SCH**
Inline XBRL Taxonomy Extension Schema Document
101.CAL**
Inline XBRL Taxonomy Extension Calculation Linkbase Document
101.DEF**
Inline XBRL Taxonomy Extension Definition Linkbase Document
101.LAB**
Inline XBRL Taxonomy Extension Label Linkbase Document
101.PRE**
Inline XBRL Taxonomy Extension Presentation Linkbase Document
104*
Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101).
*
Filed herewith.
**
Furnished herewith.
†
Management contract or compensatory plan or agreement.
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HIGHPEAK ENERGY, INC.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this Report to be signed on its behalf by the undersigned hereto duly authorized.
HIGHPEAK ENERGY, INC.
November 5, 2025
By:
/s/ Steven Tholen
Steven Tholen
Chief Financial Officer
November 5, 2025
By:
/s/ Keith Forbes
Keith Forbes
Vice President and Chief Accounting Officer
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Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.