Item 9A. Controls and Procedures
Item 9A. Controls and Procedures
Disclosure Controls and Procedures
Our management establishes and maintains disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act) that are designed to ensure that information required to be disclosed by us in the reports that we file or submit under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission’s rules and forms. Such information is accumulated and communicated to our management, including our Chief Executive Officer (“CEO”) and Chief Financial Officer (“CFO”), as appropriate, to allow timely decisions regarding required disclosure. We evaluated the effectiveness of our disclosure controls and procedures as of December 31, 2025, with the participation of our CEO and CFO, as well as other key members of our management. Based on this evaluation, our CEO and CFO concluded that our disclosure controls and procedures were effective as of December 31, 2025.
Management's Annual Report on Internal Control Over Financial Reporting
Our management is responsible for establishing and maintaining adequate internal control over financial reporting as defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of the Company’s financial statements for external reporting purposes in accordance with accounting principles generally accepted in the United States.
Our management assessed the effectiveness of the Company’s internal control over financial reporting, using the criteria set forth by the Committee of Sponsoring Organizations of the Treadway Commission in Internal Control - Integrated Framework (2013). We have evaluated the effectiveness of our internal control over financial reporting as of the end of the period covered by this report, with the participation of our CEO and CFO, as well as other key members of our management. Based on this assessment, management concluded that, as of December 31, 2025, the Company’s internal control over financial reporting was effective.
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The effectiveness of our internal control over financial reporting as of December 31, 2025, has been audited by BDO USA, P.C., an independent registered public accounting firm who audited our consolidated financial statements as of and for the year ended December 31, 2025, as stated in their report.
Changes in Internal Control Over Financial Reporting
There were no changes in our internal control over financial reporting during the quarter ended December 31, 2025, that materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.
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Report of Independent Registered Public Accounting Firm
Shareholders and Board of Directors
Riley Exploration Permian, Inc.
Oklahoma City, Oklahoma
Opinion on Internal Control over Financial Reporting
We have audited Riley Exploration Permian, Inc.’s (the “Company’s”) internal control over financial reporting as of December 31, 2025, based on criteria established in Internal Control – Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (the “COSO criteria”). In our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, 2025, based on the COSO criteria .
We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated balance sheets of the Company as of December 31, 2025 and 2024, the related consolidated statements of operations, changes in shareholders’ equity, and cash flows for each of the three years in the period ended December 31, 2025, and the related notes and our report dated March 4, 2026 expressed an unqualified opinion thereon.
Basis for Opinion
The Company’s management is responsible for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting, included in the accompanying Item 9A, Management’s Annual Report on Internal Control over Financial Reporting. Our responsibility is to express an opinion on the Company’s internal control over financial reporting based on our audit. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audit of internal control over financial reporting in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects. Our audit included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. Our audit also included performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinion.
Definition and Limitations of Internal Control over Financial Reporting
A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.
Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.
/s/ BDO USA, P.C.
Houston, Texas
March 4, 2026
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Item 9B. Other Information
On June 29, 2025, Bobby Riley, our Chief Executive Officer, adopted a trading plan intended to satisfy the affirmative defense of Rule 10b5-1(c) providing for the sale of up to 50,000 shares of Common Stock. The expiration date for Bobby Riley's plan is August 31, 2026.
On July 12, 2025, Corey Riley, our Chief Information and Compliance Officer, adopted a trading plan intended to satisfy the affirmative defense of Rule 10b5-1(c) providing for the sale of up to 14,000 shares of Common Stock. The expiration date for Corey Riley's plan is November 30, 2026.
Except as noted above, during the year ended December 31, 2025, none of our directors or officers (as defined in Rule 16a-1(f) of the Exchange Act) 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.
On March 3, 2026, the Company entered into Amendment No. 1 (the “Amendment”) to the Amended and Restated Employment Agreement, dated March 26, 2025, with Bobby D. Riley, the Company’s Chief Executive Officer. The Amendment increases the change-in-control severance multiple set forth in Section 8(b) of the employment agreement from 200% to 300% of Mr. Riley’s base salary and annual bonus for purposes of calculating the change-in-control payment. Except as expressly amended by the Amendment, the employment agreement remains in full force and effect.
Item 9C. Disclosure Regarding Foreign Jurisdictions that Prevent Inspections
Not applicable.
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PART III
Item 10. Directors, Executive Officers and Corporate Governance
Information as to Item 10 will be set forth in our definitive proxy statement, which is to be filed pursuant to Regulation 14A with the SEC within 120 days after the close of the year ended December 31, 2025.
Item 11. Executive Compensation
Information as to Item 11 will be set forth in our definitive proxy statement, which is to be filed pursuant to Regulation 14A with the SEC within 120 days after the close of the year ended December 31, 2025.
Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters
Except as provided below, information as to Item 12 will be set forth in our definitive proxy statement, which is to be filed pursuant to Regulation 14A with the SEC within 120 days after the close of the year ended December 31, 2025.
Outstanding Equity Awards
Plan Category Number of Securities to be Issued Upon Exercise of Outstanding Options, Warrants and Rights Weighted Average Exercise Price of Outstanding Options, Warrants and Rights Number of Securities Remaining Available for Future Issuance Under Equity Compensation Plans (excluding securities in Column (a))
(a) (b) (c)
Equity Compensation Plans Approved by Security Holders — — 346,645
Equity Compensation Plans Not Approved by Security Holders — — —
Total — — 346,645
Item 13. Certain Relationships and Related Transactions, and Director Independence
Information as to Item 13 will be set forth in our definitive proxy statement, which is to be filed pursuant to Regulation 14A with the SEC within 120 days after the close of the year ended December 31, 2025.
Item 14. Principal Accountant Fees and Services
Information as to Item 14 will be set forth in our definitive proxy statement, which is to be filed pursuant to Regulation 14A with the SEC within 120 days after the close of the year ended December 31, 2025.
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PART IV
Item 15. Exhibits and Financial Statement Schedules
The following documents are filed as a part of this report:
(1) Consolidated Financial Statements
Reference is made to the Index to Consolidated Financial Statements appearing on page F-1.
(2) Financial Statement Schedules
All financial statement schedules have been omitted because they are not applicable or the required information is presented in the consolidated financial statements or notes thereto.
(3) Exhibits
Exhibit Number Description
1.1
Underwriting Agreement, dated April 3, 2024, by and among Riley Exploration Permian, Inc., Bluescape Riley Exploration Holdings LLC, Yorktown Energy Partners VIII, L.P. and Riley Exploration Group, LLC, and Truist Securities, Inc. and Roth Capital Partners, LLC, as representatives of the several underwriters listed in Schedule A thereto. (incorporated by reference from Exhibit 1.1 to the Registrant’s Current Report on Form 8-K, as filed with the Securities and Exchange Commission on April 8, 2024).
2.1
Agreement and Plan of Merger, by and among Tengasco, Inc., Antman Sub, LLC, and Riley Exploration - Permian, LLC, dated as of October 21, 2020 (incorporated by reference from Exhibit 2.1 to the Registrant’s Current Report on Form 8-K filed with the Securities and Exchange Commission on October 22, 2020).
2.2
Amendment No. 1 to Agreement and Plan of Merger, by and among Tengasco, Inc., Antman Sub, LLC, and Riley Exploration - Permian, LLC, dated as of January 20, 2021 (incorporated by reference from Exhibit 2.1 to the Registrant’s Current Report on Form 8-K, as filed with the Securities and Exchange Commission on January 22, 2021).
2 .3
Securities Purchase Agreement dated May 3, 2025, by and between Silverback Legacy, LLC and Silverback Blocker, LLC, as Seller, and Riley Exploration - Permian, LLC, as Purchaser (incorporated by reference to Exhibit 2.1 of the Registrant’s Current Report on Form 8-K, as filed with the Securities and Exchange Commission on May 7, 2025).
2 .4
Purchase and Sale Agreement dated December 3, 2025, by and between Riley Exploration - Permian, LLC and Targa Northern Delaware LLC (incorporated by reference from Exhibit 2.1 to the Registrant’s Current Report on Form 8-K, as filed with the Securities and Exchange Commission on December 4, 2025).
3.1
First Amended and Restated Certificate of Incorporation of Riley Exploration Permian, Inc. (incorporated by reference to Exhibit 4.1 to the Registrant’s Registration Statement on Form S-8 filed with the Securities and Exchange Commission on March 1, 2021, Registration No. 333-253750).
3.2
Third Amended and Restated Bylaws of Riley Exploration Permian, Inc. (incorporated by reference to Exhibit 3.1 to the Registrant’s Current Report on Form 8-K filed with the Securities and Exchange Commission on September 23, 2022).
4.1
Description of Registrant's Securities (incorporated by reference from Exhibit 4.1 to the Registrant’s Annual Report on Form 10-K, as filed with the Securities and Exchange Commission on March 6, 2024).
4.2
Note Purchase Agreement, dated as of April 3, 2023, by and among Riley Exploration - Permian, LLC, as Issuer, Riley Exploration Permian, Inc., as Parent, each of the subsidiaries of the Issuer party thereto as guarantors, each of the holders from time to time party thereto, and U.S. Bank Trust Company, National Association, as agent for the holders (incorporated by reference to Exhibit 4.1 to the Registrant's Current Report on Form 8-K filed with the Securities and Exchange Commission on April 4, 2023).
4.3
First Amendment to Note Purchase Agreement dated as of December 13, 2024 by and among Riley Exploration - Permian, LLC, as Issuer, Riley Exploration Permian, Inc., as Parent, each of the subsidiaries of the Issuer party thereto as guarantors, each of the holders from time to time party thereto, and U.S. Bank Trust Company, National Association, as agent for the holders (incorporated by reference from Exhibit 10.2 to the Registrant’s Current Report on Form 8-K, as filed with the Securities and Exchange Commission on December 18, 2024).
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10.1
Credit Agreement dated as of September 28, 2017, by and among Riley Exploration – Permian, LLC, as borrower, Truist Bank, as administrative agent, and the lenders party thereto (incorporated by reference from Exhibit 10.1 to the Registrant’s Registration Statement on Form S-4/A, as filed with the Securities and Exchange Commission on December 31, 2020, Registration No. 333-250019).
10.2
First Amendment to Credit Agreement dated as of February 27, 2018, by and among Riley Exploration – Permian, LLC, as borrower, Truist Bank, as administrative agent, and the lenders party thereto (incorporated by reference from Exhibit 10.2 to the Registrant’s Registration Statement on Form S-4/A, as filed with the Securities and Exchange Commission on December 31, 2020, Registration No. 333-250019).
10.3
Second Amendment to Credit Agreement dated as of November 9, 2018, by and among Riley Exploration – Permian, LLC, as borrower, Truist Bank, as administrative agent, and the lenders party thereto (incorporated by reference from Exhibit 10.3 to the Registrant’s Registration Statement on Form S-4/A, as filed with the Securities and Exchange Commission on December 31, 2020, Registration No. 333-250019).
10.4
Third Amendment to Credit Agreement dated as of April 3, 2019, by and among Riley Exploration – Permian, LLC, as borrower, Truist Bank, as administrative agent, and the lenders party thereto (incorporated by reference from Exhibit 10.4 to the Registrant’s Registration Statement on Form S-4/A, as filed with the Securities and Exchange Commission on December 31, 2020, Registration No. 333-250019).
10.5
Fourth Amendment to Credit Agreement dated as of October 15, 2019, by and among Riley Exploration – Permian, LLC, as borrower, Truist Bank, as administrative agent, and the lenders party thereto (incorporated by reference from Exhibit 10.5 to the Registrant’s Registration Statement on Form S-4/A, as filed with the Securities and Exchange Commission on December 31, 2020, Registration No. 333-250019).
10.6
Fifth Amendment to Credit Agreement dated as of May 7, 2020, by and among Riley Exploration – Permian, LLC, as borrower, Truist Bank, as administrative agent, and the lenders party thereto (incorporated by reference from Exhibit 10.6 to the Registrant’s Registration Statement on Form S-4/A, as filed with the Securities and Exchange Commission on December 31, 2020, Registration No. 333-250019).
10.7
Sixth Amendment to Credit Agreement dated as of August 31, 2020, by and among Riley Exploration – Permian, LLC, as borrower, Truist Bank, as administrative agent, and the lenders party thereto (incorporated by reference from Exhibit 10.7 to the Registrant’s Registration Statement on Form S-4/A, as filed with the Securities and Exchange Commission on December 31, 2020, Registration No. 333-250019).
10.8
Seventh Amendment and Consent to Credit Agreement dated as of October 21, 2020, by and among Riley Exploration – Permian, LLC, as borrower, Truist Bank, as administrative agent, and the lenders party thereto (incorporated by reference from Exhibit 10.8 to the Registrant’s Registration Statement on Form S-4/A, as filed with the Securities and Exchange Commission on December 31, 2020, Registration No. 333-250019).
10.9
Eighth Amendment to Credit Agreement dated as of March 5, 2021, by and among Riley Exploration Permian, Inc., Riley Exploration - Permian, LLC, as borrower, Truist Bank, as administrative agent, and the lenders party thereto (incorporated by reference from Exhibit 10.9 to the Registrant’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2021, as filed with the Securities and Exchange Commission on May 17, 2021).
10.10
Ninth Amendment to Credit Agreement dated as of May 5, 2021, by and among Riley Exploration Permian, Inc., Riley Exploration - Permian, LLC, as borrower, Truist Bank, as administrative agent, and the lenders party thereto (incorporated by reference from Exhibit 10.10 to the Registrant’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2021, as filed with the Securities and Exchange Commission on May 17, 2021).
10.11
Tenth Amendment to the Credit Agreement dated as of October 12, 2021, by and among Riley Exploration Permian, Inc., Riley Exploration - Permian, LLC, as borrower, Truist Bank, as administrative agent, and the lenders party thereto (incorporated by reference from Exhibit 10.1 to the Registrant’s Current Report on Form 8-K, as filed with the Securities and Exchange Commission on October 14, 2021).
10.12
Form of Indemnity Agreement (incorporated by reference from Exhibit 10.14 to the Registrant’s Registration Statement on Form S-4/A, as filed with the Securities and Exchange Commission on January 21, 2021, Registration No. 333-250019).
10.13
Form of Independent Director Agreement (incorporated by reference from Exhibit 10.13 to the Registrant’s Registration Statement on Form S-4/A, as filed with the Securities and Exchange Commission on January 21, 2021, Registration No. 333-250019).
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10.1 4 †
Form of Substitute Restricted Stock Agreement (Time Vesting) (incorporated by reference from Exhibit 4.5 to the Registrant’s Registration Statement on Form S-8 filed with the Commission on March 1, 2021, Registration No. 333-253750).
10.1 5 †
Form of Restricted Stock Agreement (Non-Employee Director) (incorporated by reference from Exhibit 4.6 to the Registrant’s Registration Statement on Form S-8 filed with the Commission on March 1, 2021, Registration No. 333-253750).
10.1 6†
Amended and Restated Employment Agreement dated March 26, 2025 with an effective date of April 8, 2025, by and between the Company and Corey Riley (incorporated by reference from Exhibit 10.3 to the Registrant’s Quarterly Report on Form 10-Q, as filed with the Securities and Exchange Commission on May 7, 2025).
10. 1 7†
Amended and Restated Employment Agreement dated March 26, 2025 with an effective date of April 8, 2025 by and between Riley Exploration Permian, Inc. and Philip Riley (incorporated by reference to Exhibit 10.3 to the Registrant’s Current Report on Form 8-K, as filed with the Securities and Exchange Commission on March 26, 2025)
10.1 8†
Amended and Restated Employment Agreement dated March 26, 2025 with an effective date of April 8, 2025 by and between Riley Exploration Permian, Inc. and Bobby D. Riley (incorporated by reference to Exhibit 10.2 to the Registrant’s Current Report on Form 8-K, as filed with the Securities and Exchange Commission on March 26, 2025).
10.1 9†
Amended and Restated Employment Agreement dated March 26, 2025 with an effective date of April 8, 2025, by and between the Company and Jeffrey M. Gutman (incorporated by reference from Exhibit 10.4 to the Registrant’s Quarterly Report on Form 10-Q, as filed with the Securities and Exchange Commission on May 7, 2025).
10.20 †
Amended and Restated Employment Agreement dated March 26, 2025 with an effective date of April 8, 2025, by and between the Company and John Suter (incorporated by reference from Exhibit 10.5 to the Registrant’s Quarterly Report on Form 10-Q, as filed with the Securities and Exchange Commission on May 7, 2025).
10.21
Second Amended and Restated Registration Rights Agreement dated October 7, 2020 by and among Riley Exploration – Permian, LLC, Riley Exploration Group, Inc., Yorktown Energy Partners XI, L.P., Boomer Petroleum, LLC, Bluescape Riley Exploration Holdings LLC, Bluescape Riley Acquisition Company LLC, Bobby D. Riley, Kevin Riley and Corey Riley (incorporated by reference to Exhibit 4.1 to the Registrant’s Registration Statement on Form S-4/A, as filed with the Securities and Exchange Commission on December 31, 2020, Registration No. 333-250019).
10.22
Eleventh Amendment to the Credit Agreement dated as of April 29, 2022, by and among Riley Exploration Permian, Inc., Riley Exploration - Permian, LLC, as borrower, Truist Bank, as administrative agent, and the lenders party thereto (incorporated by reference from Exhibit 10.1 to the Registrant's Current Report on Form 8-K, as filed with the Securities and Exchange Commission on May 2, 2022).
10.23
Twelfth Amendment to the Credit Agreement dated as of October 25, 2022, by and among Riley Exploration Permian, Inc., Riley Exploration - Permian, LLC, as borrower, Truist Bank, as administrative agent, and the lenders party thereto (incorporated by reference from Exhibit 10.1 to the Registrant's Current Report on Form 8-K, as filed with the Securities and Exchange Commission on October 26, 2022).
10.24
Thirteenth Amendment to the Credit Agreement dated as of February 22, 2023, by and among Riley
Exploration Permian, Inc., Riley Exploration - Permian, LLC, as borrower, Truist Bank, as
administrative agent, and the lenders party thereto (incorporated by reference from Exhibit 10.2 to the
Registrant's Current Report on Form 8-K, as filed with the Securities and Exchange Commission on
February 27, 2023).
10.25
Purchase and Sale Agreement dated February 22, 2023 by and between Pecos Oil & Gas, LLC, as
Seller, and Riley Exploration - Permian, LLC, as Purchaser (incorporated by reference from Exhibit
2.1 to the Registrant's Current Report on Form 8-K, as filed with the Securities and Exchange
Commission on February 27, 2023).
10.26
Commitment Letter dated February 22, 2023 by and between Riley Exploration Permian, Inc. and EOC Partners Advisors L.P. (incorporated by reference from Exhibit 10.1 to the Registrant's Current Report on Form 8-K, as filed with the Securities and Exchange Commission on February 27, 2023)
10.27
Fourteenth Amendment to the Credit Agreement dated as of April 3, 2023, by and among Riley
Exploration Permian, Inc., Riley Exploration - Permian, LLC, as borrower, Truist Bank, as
administrative agent, and the lenders party thereto (incorporated by reference from Exhibit 10.1 to the
Registrant's Current Report on Form 8-K, as filed with the Securities and Exchange Commission on
April 4, 2023).
10.28 †
Riley Exploration Permian, Inc. 2021 Long Term Incentive Plan, as amended and restated as of April 21, 2023 (Incorporated by reference from Exhibit 10.1 to the Registrant's Current Report on Form 8-K, as filed with the Securities and Exchange Commission on April 24, 2023).
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10.29 †
Form of Restricted Stock Agreement (Time Vesting - Named Executive Officers), as amended and restated as of April 21, 2023 (Incorporated by reference from Exhibit 10.2 to the Registrant's Current Report on Form 8-K, as filed with the Securities and Exchange Commission on April 24, 2023).
10.30 †
Form of Restricted Stock Agreement (Non-Employee Director), as amended and restated as of April 21, 2023 (Incorporated by reference from Exhibit 10.3 to the Registrant's Current Report on Form 8-K, as filed with the Securities and Exchange Commission on April 24, 2023).
10.31 †
Form of Common Stock Award Agreement, as amended and restated as of April 21, 2023 (Incorporated by reference from Exhibit 10.4 to the Registrant's Current Report on Form 8-K, as filed with the Securities and Exchange Commission on April 24, 2023).
10.32 †
Form of Restricted Stock Award Agreement (Performance Vesting) (incorporated by reference from Exhibit 10.1 to the Registrant’s Current Report on Form 8-K, as filed with the Securities and Exchange Commission on March 26, 2025).
10.33
Fifteenth Amendment to the Credit Agreement dated as of November 14, 2023, by and among Riley Exploration Permian, Inc., Riley Exploration - Permian, LLC, as borrower, Truist Bank, as administrative agent, and the lenders party thereto. (incorporated by reference from Exhibit 10.34 to the Registrant’s Annual Report on Form 10-K, as filed with the Securities and Exchange Commission on March 5, 2025).
10.34
Sixteenth Amendment to the Credit Agreement dated as of December 13, 2024, by and among Riley Exploration Permian, Inc., Riley Exploration - Permian, LLC, as borrower, Truist Bank, as administrative agent, and the lenders party thereto. (Incorporated by reference from Exhibit 10.1 to the Registrant’s Current Report on Form 8-K, as filed with the Securities and Exchange Commission on December 18, 2024).
1 0.35 †
Amendment No. 1 to Amended and Restated Employment Agreement dated March 3, 2025 with an effective date of March 3, 2026 by and between Riley Exploration Permian, Inc. and Bobby D. Riley.
19.1
Insider Trading Policy (incorporated by reference from Exhibit 19.1 to the Registrant’s Annual Report on Form 10-K, as filed with the Securities and Exchange Commission on March 5, 2025).
21.1*
Subsidiaries of the Registrant
23.1*
Consent of BDO USA, P.C.
23.2*
Consent of Ryder Scott Company, L.P.
31.1*
Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
31.2*
Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
32.1*
Certification of Chief Executive Officer pursuant to 18 U.S.C., Section 1350 as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
32.2*
Certification of Chief Financial Officer pursuant to 18 U.S.C., Section 1350 as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
97.1
Riley Exploration Permian, Inc. Clawback Policy Effective December 1, 2023 (incorporated by reference from Exhibit 97.1 to the Registrant’s Annual Report on Form 10-K, as filed with the Securities and Exchange Commission on March 6, 2024).
99.1*
Report of Ryder Scott Company, L.P.
101.INS* XBRL Instance Document
101.SCH* XBRL Taxonomy Extension Schema Document
101.CAL* XBRL Taxonomy Calculation Linkbase Document
101.DEF* XBRL Taxonomy Definition Linkbase Document
101.LAB* XBRL Taxonomy Label Linkbase Document
101.PRE* XBRL Taxonomy Presentation Linkbase Document
* Filed herewith.
† Compensatory plan or arrangement.
Item 16. Form 10-K Summary
None.
83
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 hereunto duly authorized.
RILEY EXPLORATION PERMIAN, INC.
Date: March 4, 2026
By: /s/ Bobby Riley
Bobby Riley
Chairman of the Board and Chief Executive Officer
By: /s/ Philip Riley
Philip Riley
Chief Financial Officer and Executive Vice President of Strategy
Pursuant to the requirements of the Securities and Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in their capacities and on the dates indicated.
Signature Title Date
/s/ Bobby Riley
Chairman of the Board and Chief Executive Officer
(Principal Executive Officer)
March 4, 2026
Bobby Riley
/s/ Philip Riley Chief Financial Officer and Executive Vice President of Strategy
(Principal Financial Officer)
March 4, 2026
Philip Riley
/s/ Jeffrey Gutman
Chief Accounting Officer
(Principal Accounting Officer) March 4, 2026
Jeffrey Gutman
/s/ Brent Arriaga Director March 4, 2026
Brent Arriaga
/s/ Bryan H. Lawrence Director March 4, 2026
Bryan H. Lawrence
/s/ E. Wayne Nordberg Director March 4, 2026
E. Wayne Nordberg
/s/ Beth A. di Santo Director March 4, 2026
Beth A di Santo
/s/ Rebecca Bayless Director March 4, 2026
Rebecca Bayless
Director March 4, 2026
Bobby Saadati
84
INDEX TO FINANCIAL STATEMENTS
Page
Report of Independent Registered Public Accounting Firm
( BDO USA, P.C. ; Houston, Texas , PCAOB ID # 243 )
F-2
Consolidated Balance Sheets as of December 31, 2025 , and 2024
F-4
Consolidated Statements of Operations for the Years Ended December 31, 2025, 2024 and 2023
F-5
Consolidated Statements of Changes in Shareholders' Equity for the Years Ended December 31, 2025, 2024 and 2023
F-6
Consolidated Statements of Cash Flows for the Years Ended December 31, 2025, 2024 and 2023
F-7
Notes to the Consolidated Financial Statements
F-9
F-1
Report of Independent Registered Public Accounting Firm
Shareholders and Board of Directors
Riley Exploration Permian, Inc.
Oklahoma City, Oklahoma
Opinion on the Consolidated Financial Statements
We have audited the accompanying consolidated balance sheets of Riley Exploration Permian, Inc. (the “Company”) as of December 31, 2025 and 2024, the related consolidated statements of operations, changes in shareholders’ equity, and cash flows for each of the three years in the period ended December 31, 2025, and the related notes (collectively referred to as the “consolidated financial statements”). In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Company at December 31, 2025 and 2024, and the results of its operations and its cash flows for each of the three years in the period ended December 31, 2025 , in conformity with accounting principles generally accepted in the United States of America.
We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Company's internal control over financial reporting as of December 31, 2025, based on criteria established in Internal Control – Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO) and our report dated March 4, 2026 expressed an unqualified opinion thereon.
Basis for Opinion
These consolidated financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on the Company’s consolidated financial statements based on our audits. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement, whether due to error or fraud.
Our audits included performing procedures to assess the risks of material misstatement of the consolidated financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the consolidated financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements. We believe that our audits provide a reasonable basis for our opinion.
Critical Audit Matters
The critical audit matters communicated below are matters arising from the current period audit of the consolidated financial statements that were communicated or required to be communicated to the audit committee and that: (1) relate to accounts or disclosures that are material to the consolidated financial statements and (2) involved our especially challenging, subjective, or complex judgments. The communication of the critical audit matters does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matters below, providing separate opinions on the critical audit matters or on the accounts or disclosures to which they relate.
Estimation of Future Production Volumes Used to Estimate Proved Oil and Natural Gas Reserves and the Associated Effect on Depreciation, Depletion and Amortization (“DD&A”) Expense Related to Proved Oil and Natural Gas Properties
As disclosed by management and described in Notes 3 and 5 to the consolidated financial statements, the Company uses the successful efforts method of accounting for its oil and natural gas producing activities. Management uses internal and independent petroleum engineers to make significant estimates, including estimating the future production volumes of proved oil and natural gas reserves. The Company’s oil and natural gas properties, net balance as of December 31, 2025 was $995.5 million, which includes proved oil and natural gas properties of $1,153.1 million and accumulated depletion, amortization and impairment of $339.2 million. DD&A expense was $84.4 million for the year ended December 31, 2025.
We have identified the estimation of future production volumes used to estimate proved oil and natural gas reserves and the associated effect on DD&A expense related to proved oil and natural gas properties as a critical audit matter. Estimating future production volumes involves a high degree of subjectivity from management and their internal and independent petroleum
F-2
engineers. Changes in this estimate could have a significant effect on the measurement of DD&A expense. Auditing the estimation of future production volumes required subjective and complex auditor judgement.
The primary procedures we performed to address this critical audit matter included:
• Evaluating the professional qualifications and objectivity of the internal and independent petroleum engineers, including their relationship to the Company.
• Assessing the reasonableness of the future production volumes by comparing estimates of future production volumes against historical results of production volumes on a summary basis for all wells and on a detailed basis for certain wells.
• Performing a retrospective review over management estimates of future production volumes made in prior periods as compared to actual results.
Estimation of Future Production Volumes Used to Estimate Fair Value of the Acquired Oil & Natural Gas Properties in the Silverback Acquisition
As disclosed by management and described in Note 4 to the consolidated financial statements, the Company completed the Silverback Acquisition for approximately $122.7 million. The Company recognized oil and natural gas properties of $140.1 million, which are included in oil and natural gas properties, net within the Company’s consolidated balance sheet. To determine the acquisition date fair value of the oil and natural gas properties, management used internal engineers to make significant estimates, including estimating the future production volumes of the acquired oil and natural gas reserves.
We have identified the estimation of future production volumes used to estimate the fair value of the acquired oil and natural gas properties in the Silverback Acquisition as a critical audit matter. Estimating future production volumes involves a high degree of subjectivity from management and their internal petroleum engineers. Changes in this estimate could have a significant effect on the fair value of the acquired oil and natural gas properties. Auditing the estimation of future production volumes required subjective and complex auditor judgement.
The primary procedures we performed to address this critical audit matter included:
• Evaluating the professional qualifications and objectivity of the internal petroleum engineers, including their relationship to the Company.
• Assessing the reasonableness of the future production volumes by comparing estimates of future production volumes against historical results of production volumes on a summary basis for all wells and on a detailed basis for certain wells.
• Performing a retrospective review over management estimates of future production volumes made in the acquisition date fair value forecast as compared to actual results.
/s/ BDO USA, P.C.
We have served as the Company's auditor since 2016.
Houston, Texas
March 4, 2026
F-3
RILEY EXPLORATION PERMIAN, INC.
CONSOLIDATED BALANCE SHEETS
December 31,
2025 2024
(In thousands, except share amounts)
Assets
Current Assets:
Cash $ 17,889 $ 13,124
Accounts receivable, net 41,045 44,411
Prepaid expenses 7,763 1,592
Inventory 7,929 5,734
Current derivative assets 19,141 3,264
Total Current Assets 93,767 68,125
Oil and natural gas properties, net (successful efforts) 995,539 860,797
Other property and equipment, net 21,872 30,477
Non-current derivative assets 5,117 585
Equity method investment 36,188 22,811
Funds held in escrow 1,196 —
Other non-current assets, net 15,899 10,706
Total Assets $ 1,169,578 $ 993,501
Liabilities and Shareholders' Equity
Current Liabilities:
Accounts payable $ 5,083 $ 13,937
Accrued liabilities 37,690 33,918
Revenue payable 59,606 34,786
Current derivative liabilities 37 —
Current portion of long-term debt 20,000 20,000
Other current liabilities 34,089 20,123
Total Current Liabilities 156,505 122,764
Non-current derivative liabilities 112 414
Asset retirement obligations 59,977 32,706
Long-term debt 227,855 249,494
Deferred tax liabilities 86,119 76,547
Other non-current liabilities 4,768 961
Total Liabilities 535,336 482,886
Commitments and Contingencies (Note 15)
Shareholders' Equity:
Preferred stock, $ 0.0001 par value, 25,000,000 shares authorized; 0 shares issued
— —
Common stock, $ 0.001 par value, 240,000,000 shares authorized; 21,718,800 and 21,482,555 shares issued at December 31, 2025 and December 31, 2024, respectively
22 21
Additional paid-in capital 306,660 310,232
Retained earnings
327,560 200,362
Total Shareholders' Equity 634,242 510,615
Total Liabilities and Shareholders' Equity $ 1,169,578 $ 993,501
The accompanying notes are an integral part of these consolidated financial statements.
F-4
RILEY EXPLORATION PERMIAN, INC.
CONSOLIDATED STATEMENTS OF OPERATIONS
Year Ended December 31,
2025 2024 2023
(In thousands, except per share amounts)
Revenues:
Oil and natural gas sales, net $ 391,980 $ 409,801 $ 372,647
Contract services - related parties — 380 2,400
Total Revenues 391,980 410,181 375,047
Costs and Expenses:
Lease operating expenses 87,506 71,463 58,817
Production and ad valorem taxes 29,052 29,428 25,559
Exploration costs 361 2,595 4,165
Depletion, depreciation, amortization and accretion 93,183 74,900 65,055
Impairment of oil and natural gas properties 1,214 11,317 9,760
Other impairments 1,607 30,158 —
General and administrative:
Administrative costs 31,472 26,551 26,569
Stock-based compensation expense 9,130 8,138 6,833
Cost of contract services - related parties — 363 579
Transaction costs 5,176 1,573 5,817
Total Costs and Expenses 258,701 256,486 203,154
Income from Operations 133,279 153,695 171,893
Other Income (Expense):
Interest expense, net ( 31,364 ) ( 34,338 ) ( 31,816 )
Gain (loss) on derivatives, net 36,259 ( 1,665 ) 6,193
Loss from equity method investment ( 886 ) ( 721 ) ( 218 )
Gain on midstream sale 71,675 — —
Total Other Income (Expense) 75,684 ( 36,724 ) ( 25,841 )
Net Income from Operations Before Income Taxes 208,963 116,971 146,052
Income tax expense ( 48,123 ) ( 28,074 ) ( 34,461 )
Net Income $ 160,840 $ 88,897 $ 111,591
Net Income per Share:
Basic $ 7.61 $ 4.29 $ 5.66
Diluted $ 7.59 $ 4.26 $ 5.58
Weighted Average Common Shares Outstanding:
Basic 21,134 20,712 19,705
Diluted 21,194 20,875 20,000
The accompanying notes are an integral part of these consolidated financial statements.
F-5
RILEY EXPLORATION PERMIAN, INC.
CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY
(In thousands)
Shareholders' Equity
Common Stock
Shares Amount Additional Paid-in Capital Retained Earnings Total Shareholders' Equity
Balance, December 31, 2022 20,161 $ 20 $ 274,643 $ 58,783 $ 333,446
Stock-based compensation expense 315 — 6,978 — 6,978
Repurchased shares for tax withholding ( 80 ) — ( 2,511 ) — ( 2,511 )
Issuance of common shares under ATM 9 — 2 — 2
Dividends declared — — — ( 27,911 ) ( 27,911 )
Net income — — — 111,591 111,591
Balance, December 31, 2023 20,405 $ 20 $ 279,112 $ 142,463 $ 421,595
Stock-based compensation expense 155 — 8,138 — 8,138
Repurchased shares for tax withholding ( 92 ) — ( 2,432 ) — ( 2,432 )
Issuance of common shares, net 1,015 1 25,414 — 25,415
Dividends declared — — — ( 30,998 ) ( 30,998 )
Net income — — — 88,897 88,897
Balance, December 31, 2024 21,483 $ 21 $ 310,232 $ 200,362 $ 510,615
Stock-based compensation expense 574 1 9,129 — 9,130
Repurchased shares for tax withholding ( 88 ) — ( 2,481 ) — ( 2,481 )
Repurchase and retirement of shares ( 250 ) — ( 10,220 ) — ( 10,220 )
Dividends declared — — — ( 33,642 ) ( 33,642 )
Net income — — — 160,840 160,840
Balance, December 31, 2025 21,719 $ 22 $ 306,660 $ 327,560 $ 634,242
The accompanying notes are an integral part of these consolidated financial statements.
F-6
RILEY EXPLORATION PERMIAN, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
Year Ended December 31,
2025 2024 2023
(In thousands)
Cash Flows from Operating Activities:
Net income $ 160,840 $ 88,897 $ 111,591
Adjustments to reconcile net income to net cash provided by operating activities:
Exploratory well costs and lease expirations 300 2,560 4,143
Depletion, depreciation, amortization and accretion 93,183 74,900 65,055
Impairment of oil and natural gas properties 1,214 11,317 9,760
Other impairments 1,607 28,850 —
(Gain) loss on derivatives, net ( 36,259 ) 1,665 ( 6,193 )
Settlements on derivative contracts 16,615 1,849 ( 17,221 )
Amortization of deferred financing costs and discount 4,768 5,299 4,161
Stock-based compensation expense 9,130 8,138 6,978
Deferred income tax expense 11,352 3,202 27,589
Loss from equity method investment 886 721 218
Gain on midstream sale
( 71,675 ) — —
Other 2 — ( 25 )
Changes in operating assets and liabilities
Accounts receivable, net 12,357 ( 9,285 ) ( 9,575 )
Prepaid expenses ( 290 ) ( 53 ) ( 717 )
Inventory 274 1,512 ( 546 )
Other non-current assets, net ( 3,401 ) ( 994 ) ( 1,179 )
Accounts payable and accrued liabilities ( 3,729 ) 9,877 3,200
Revenue payable 10,710 4,000 11,470
Other current liabilities 4,655 13,819 ( 1,514 )
Net Cash Provided by Operating Activities 212,539 246,274 207,195
Cash Flows from Investing Activities:
Additions to oil and natural gas properties ( 89,624 ) ( 98,490 ) ( 134,796 )
Additions to midstream property and equipment ( 36,667 ) ( 10,964 ) —
Additions to other property and equipment ( 1,564 ) ( 875 ) ( 1,065 )
Net assets acquired in business combination ( 117,702 ) — ( 324,686 )
Acquisitions of oil and natural gas properties ( 2,161 ) ( 19,597 ) ( 5,443 )
Acquisitions of land ( 1,309 ) — —
Disposition of midstream property and equipment 120,204 — —
Contributions to equity method investment ( 15,750 ) ( 17,912 ) ( 3,566 )
Funds held in escrow ( 1,196 ) — —
Net Cash Used in Investing Activities ( 145,769 ) ( 147,838 ) ( 469,556 )
Cash Flows from Financing Activities:
Deferred financing costs ( 432 ) ( 2,783 ) ( 7,406 )
Proceeds from Credit Facility
155,000 15,000 185,000
Repayments under Credit Facility
( 160,000 ) ( 85,000 ) ( 56,000 )
Proceeds from Senior Notes, net of issuance costs — — 188,000
Repayments of Senior Notes ( 20,000 ) ( 20,000 ) ( 15,000 )
Payment of cash dividends ( 33,325 ) ( 30,831 ) ( 27,706 )
Proceeds from issuance of common shares, net — 25,415 2
Repurchase of common shares for tax withholding and other ( 3,248 ) ( 2,432 ) ( 2,511 )
Net Cash Provided by (Used in) Financing Activities ( 62,005 ) ( 100,631 ) 264,379
Net Increase (Decrease) in Cash 4,765 ( 2,195 ) 2,018
Cash, Beginning of Year
13,124 15,319 13,301
Cash, End of Year
$ 17,889 $ 13,124 $ 15,319
The accompanying notes are an integral part of these consolidated financial statements.
F-7
RILEY EXPLORATION PERMIAN, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS - (Continued)
Year Ended December 31,
2025 2024 2023
(In thousands)
Supplemental Disclosure of Cash Flow Information
Cash Paid For:
Interest, net of capitalized interest $ 28,214 $ 31,582 $ 27,140
Income taxes, net of refunds $ 20,565 $ 18,084 $ 9,949
Non-cash Investing and Financing Activities:
Changes in capital expenditures in accounts payable and accrued liabilities $ ( 2,945 ) $ 1,058 $ ( 5,850 )
Transfer of inventory to oil and natural gas properties $ 2,351 $ 29 $ —
Right-of-use assets obtained in exchange for operating lease liability $ 3,139 $ 632 $ 1,277
Net asset transfer for common shares $ 9,453 $ — $ —
Assets contributed to equity method investment $ — $ — $ 2,272
Distributions declared from equity method investment $ 1,487 $ — $ —
Asset retirement obligations assumed in acquisitions $ 19,284 $ 9,727 $ 19,359
Revisions in asset retirement obligations $ 7,724 $ 1,856 $ —
Fair value of contingent consideration transferred in business combination $ 3,100 $ — $ —
The accompanying notes are an integral part of these consolidated financial statements.
F-8
Table of Contents
RILEY EXPLORATION PERMIAN, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
(1) Nature of Business
Organization
Riley Exploration Permian, Inc (the "Company") was formed as a Delaware limited liability company, Riley Exploration – Permian, LLC ("REP LLC"), in 2016. In February 2021, REP LLC consummated a merger pursuant to which REP LLC became a wholly-owned subsidiary of Tengasco, Inc., a Delaware corporation (“Tengasco”), and Tengasco changed its name to Riley Exploration Permian, Inc. (the "Merger"). The Company is a growth-oriented, independent oil and natural gas company focused on the acquisition, exploration, development and production of oil, natural gas and NGLs in Texas and New Mexico.
Our Properties
Our acreage is primarily located on large contiguous blocks in Yoakum County, Texas, which represents our Champions field and in Eddy County, New Mexico, which represents our Red Lake field. We are focused on horizontal drilling of conventional oil-saturated and liquids-rich formations that produce long-term stable cash flows in the Permian Basin.
On April 3, 2023, the Company completed an acquisition of oil and natural gas properties in the Yeso trend of the Permian Basin in Eddy County, New Mexico ("2023 New Mexico Acquisition") from Pecos Oil & Gas, LLC. This acquisition included approximately 10,600 total contiguous net acres of leasehold, 18 net horizontal wells and 250 net vertical wells, which established our initial position in New Mexico.
On May 7, 2024, the Company completed an acquisition of oil and natural gas properties in the Yeso trend of the Permian Basin in Eddy County, New Mexico ("2024 New Mexico Asset Acquisition"), which added 13,900 contiguous net acres to the Company's existing acreage in Eddy County, New Mexico.
On July 1, 2025, the Company completed the acquisition of 100 % of the ownership interests of Silverback Exploration II, LLC and its subsidiaries ("Silverback") which own oil and natural gas assets and operations located primarily in the Yeso trend of the Permian Basin in Eddy County, New Mexico (“Silverback Acquisition”). The acquisition added approximately 40,000 net acres directly adjacent to and overlapping with the Company's existing core acreage primarily in Eddy County, New Mexico.
For further information regarding the 2023 New Mexico Acquisition, the 2024 New Mexico Asset Acquisition, and the Silverback Acquisition, see Note 4 - Acquisitions and Divestitures.
Current Commodity Environment
The U.S. and global economies and markets have experienced heightened volatility following impactful geopolitical events, the effects of widespread inflation and the impact of significantly higher interest rates. Prices for crude oil and condensate ("oil") and natural gas are determined primarily by prevailing market conditions, which have been and could continue to be volatile.
The combination of geopolitical events, inflation and a volatile interest rate environment has led to increasing forecasts of a U.S. or global recession. Any such recession could prolong market volatility or cause a decline in commodity prices, among other potential impacts.
The Company cannot estimate the length or gravity of the future impact these events will have on the Company's results of operations, financial position, liquidity and the value of oil and natural gas reserves.
(2) Basis of Presentation
The Company's consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States ("U.S. GAAP"). All intercompany balances and transactions have been eliminated upon consolidation.
Certain prior period amounts have been reclassified to conform to the current period financial statement presentation. These reclassifications had no effect on the previously reported total assets, total liabilities, shareholders' equity, results of operations or cash flows .
F-9
Table of Contents
RILEY EXPLORATION PERMIAN, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - (Continued)
(3) Summary of Significant Accounting Policies
Significant Estimates
The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the amounts reported in our consolidated financial statements and accompanying notes. These estimates and assumptions may also affect disclosure of contingent assets and liabilities as of the date of the financial statements and the reported amounts of revenues and expenses during the reporting period.
The Company evaluates these estimates on an ongoing basis, using historical experience, consultation with experts and other methods the Company considers reasonable in the particular circumstances. Actual results may differ significantly from the Company’s estimates. Any effects on the Company’s business, financial position or results of operations resulting from revisions to these estimates are recorded in the period in which the facts that give rise to the revision become known. Significant items subject to such estimates and assumptions include, but are not limited to, estimates of proved oil and natural gas reserves and related present value estimates of future net cash flows therefrom, the carrying value of oil and natural gas properties, accounts receivable, accrued capital expenditures and operating expenses, asset retirement obligations ("ARO"), the fair value determination of acquired assets and assumed liabilities, certain tax accruals and the fair value of derivatives.
Cash and Cash Equivalents
The Company considers all highly liquid investments with an original maturity of three months or less to be cash equivalents. The Company maintains cash at financial institutions which may at times exceed federally insured amounts. The Company has not experienced any losses in such accounts and believes it is not exposed to any significant credit risk on our cash and cash equivalents. The Company did no t have cash equivalents as of December 31, 2025, and 2024.
Accounts Receivable, net
Our receivables arise primarily from the sale of oil, natural gas and natural gas liquids ("NGLs") and joint interest owner receivables for properties in which we serve as the operator. Accounts receivable are stated at amounts due, net of an allowance for credit losses, if necessary.
Accounts receivable from oil, natural gas and NGL sales are generally due within 30 to 60 days after the last day of each production month. No interest is charged on past-due balances. Payments made on all accounts receivable are applied to the earliest unpaid items.
To the extent actual volumes and prices of oil, natural gas and NGLs are unavailable for a given reporting period because of timing or information not received from third parties, the expected sales volume and prices for these properties are estimated and recorded within accounts receivable in our consolidated balance sheets. Oil is priced based upon prevailing prices published by purchasers with certain adjustments related to oil quality and physical location. Natural gas pricing provisions are tied to a market index, with certain adjustments based on, among other factors, quality and heat content of natural gas, and prevailing supply and demand conditions. NGLs are priced based upon a market index with certain adjustments for transportation and fractionation. These market indices are determined on a monthly basis.
The Company estimates uncollectible amounts based on the length of time that the accounts receivable has been outstanding, historical collection experience and current and future economic and market conditions. Allowances for credit losses are recorded as reductions to the carrying values of the accounts receivable included in the Company’s consolidated balance sheets and are recorded in administrative costs in our consolidated statements of operations if failure to collect an estimable portion is determined to be probable.
F-10
Table of Contents
RILEY EXPLORATION PERMIAN, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - (Continued)
Accounts receivable, net is summarized below:
December 31,
2025 2024
(In thousands)
Oil, natural gas and NGL sales $ 31,037 $ 33,632
Joint interest accounts receivable 6,291 9,626
Allowance for credit losses
( 601 ) ( 62 )
Other accounts receivable 4,318 1,215
Total accounts receivable, net
$ 41,045 $ 44,411
As of December 31, 2023, the Company had accounts receivables, net from oil, natural gas and NGL sales of $ 31.1 million.
Inventory
The Company's inventory represents tangible assets such as drilling pipe, tubing, casing and operating supplies used in the Company's future drilling or repair operations. The Company accounts for our inventory using the first-in, first-out method and it is valued at the lower of cost or net realizable value. If the cost of inventory exceeds the net realizable value, we will adjust the carrying amount of inventory to the net realizable value, and record the adjustment in the consolidated statements of operations.
Proved Oil and Natural Gas Properties
The Company uses the successful efforts method of accounting for our oil and natural gas producing activities. Under this method, all property acquisition costs and costs of development wells are capitalized as incurred. The costs of development wells are capitalized whether producing or non-producing. Costs to drill exploratory wells are capitalized, or suspended, pending the determination of whether proved reserves are found. If an exploratory well is determined to be unsuccessful, the costs of drilling the unsuccessful exploratory well are charged to exploration costs.
Geological and geophysical costs, including seismic studies, are charged to exploration costs as incurred. Expenditures incurred to operate and for maintenance, repairs and minor renewals necessary to maintain the oil and natural gas properties in operating condition are charged to lease operating expenses ("LOE") as incurred.
Capitalized costs of proved oil and natural gas properties are amortized using the units-of-production method based on production and estimates of proved reserve quantities. Leasehold acquisition costs of proved properties are depleted over total estimated proved reserves, and capitalized development costs of wells and related equipment and facilities are depleted over-estimated proved developed reserves.
On the sale or retirement of a complete unit of a proved property or field, the cost and related accumulated depletion, depreciation and amortization are eliminated from the oil and natural gas property accounts, and the resulting gain or loss is recognized. On the sale of a partial unit of proved property, the unamortized cost of the property is apportioned to the interest sold and the interest retained is accounted for on the basis of the fair value of the retained interests and a gain or loss is recognized if the divestiture significantly affects the depletion rate. These gains or losses would be recognized as a gain (loss) on sale of oil and gas properties in the consolidated statement of operations.
Unproved Oil and Natural Gas Properties
Unproved oil and natural gas properties consist of costs incurred to acquire unproved leases. Unproved lease acquisition costs are capitalized until the leases expire or when we specifically identify leases that will revert to the lessor, at which time we charge the associated unproved lease acquisition costs to exploration costs. Lease acquisition costs related to successful drilling are reclassified to proved oil and natural gas properties.
Upon the sale of an entire interest in an unproved property for cash or cash equivalents, a gain or loss is recognized to the extent of the difference between the proceeds received and the net carrying value of the property. This gain or loss would be recognized as a gain (loss) on sale of oil and gas properties in the consolidated statement of operations. Proceeds from the sale
F-11
Table of Contents
RILEY EXPLORATION PERMIAN, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - (Continued)
of partial interests in unproved oil and natural gas properties are accounted for as a recovery of costs unless the proceeds exceed the entire cost of the property.
Impairment of Oil and Natural Gas Properties
The cost of proved oil and natural gas properties are assessed on a field-by-field basis for impairment at least annually or whenever events and circumstances indicate that a decline in the recoverability of their carrying value may have occurred. The expected undiscounted future cash flows of the oil and natural gas properties are compared to the carrying amount of the oil, natural gas and NGL properties to determine if the carrying amount is recoverable. If the carrying amount exceeds the estimated undiscounted future cash flows, the carrying amount of the oil and natural gas properties is adjusted to estimated fair value. Assumptions associated with discounted cash flow models or valuations used in the impairment evaluation include estimates of future oil, natural gas and NGL prices, production costs, development expenditures, anticipated production of proved reserves, appropriate risk-adjusted discount rates and other relevant data. Unproved oil and natural gas properties are assessed periodically for impairment on a property-by-property basis based on remaining lease terms, drilling results or future plans to develop acreage. See further discussion in Note 7 - Fair Value Measurements.
Business Combinations
The Company accounts for business combinations in accordance with the Financial Accounting Standards Board ("FASB") Accounting Standards Codification ("ASC") Topic 805, Business Combinations. The Company accounts for our acquisitions that qualify as a business using the acquisition method in which the Company recognizes and measures identifiable assets acquired, liabilities assumed, and any non-controlling interest in the acquired entity at their fair values as of the acquisition date. If the set of assets and activities acquired is not considered a business, it is accounted for as an asset acquisition using a cost accumulation model. In the cost accumulation model, the cost of the acquisition, including certain transaction costs, is allocated to the assets acquired on the basis of relative fair values.
The Company includes the results of operations of acquired businesses beginning on the respective acquisition dates. In accordance with the acquisition method, the Company allocates the purchase price of an acquired business to its identifiable assets and liabilities based on the estimated fair values. The fair values of identifiable assets acquired and liabilities assumed are determined based on various valuation techniques, including market prices, discounted cash flow analysis, and independent appraisals. This fair value measurement is based on unobservable (Level 3) inputs. The excess of the purchase price over the amount allocated to the assets and liabilities, if any, is recorded as goodwill. The excess value of the net identifiable assets and liabilities acquired over the purchase price of an acquired business, if any, is recorded as a bargain purchase gain. Transaction costs related to the business combination are expensed as incurred.
Other Property and Equipment, net
Property and equipment are capitalized and recorded at cost, while maintenance and repairs are expensed. Depreciation of in use property and equipment is computed using the straight-line method over the estimated useful lives of the assets, which range from 5 to 39 years. Capitalized costs related to leasehold improvements are depreciated over the life of the lease. Land costs are accounted for at cost and are not depreciated. Components of other property and equipment consisted of computer equipment, computer software, office furniture, tools and equipment, land, buildings and improvements, vehicles, and midstream property and equipment that was sold in 2025 in the Midstream Sale.
Other property and equipment, net is summarized below:
December 31,
2025 2024
(In thousands)
Furniture, fixtures and other
$ 7,583 $ 5,882
Land
17,983 16,673
Midstream property and equipment
— 11,297
Other property and equipment
$ 25,566 $ 33,852
Accumulated depreciation and amortization
( 3,694 ) ( 3,375 )
Total other property and equipment, net
$ 21,872 $ 30,477
F-12
Table of Contents
RILEY EXPLORATION PERMIAN, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - (Continued)
Deferred Financing Costs
Deferred financing costs include origination, arrangement, legal and other fees to issue or amend the terms of the revolving credit facility ("Credit Facility") and unsecured senior notes ("Senior Notes"). In our consolidated balance sheets, unamortized deferred financing costs related to the Credit Facility are reported as other non-current assets. For the Senior Notes, such costs are netted against the carrying value of the Senior Notes. Deferred financing costs are recognized in our consolidated statements of operations as interest expense by amortizing the costs over the related financing using the straight-line method, which approximates the effective interest method.
Equity Issuance Costs
Equity issuance costs include underwriter, legal, accounting, printing and other fees to issue common equity securities. These issuance costs are netted against offering proceeds at the time of issuance and are reported as additional paid-in capital when related to the issuance of common equity securities. The issuance costs are expensed in our consolidated statements of operations if the issuance is unsuccessful.
Other Non-Current Assets, net
Other non-current assets, net consisted of the following:
December 31,
2025 2024
(In thousands)
Deferred financing costs, net $ 4,064 $ 4,949
Right-of-use assets
3,323 1,398
Prepaid capital expenditures 2,116 2,124
Deposits 4,846 2,168
Other
1,550 67
Total other non-current assets, net $ 15,899 $ 10,706
The Company incurred $ 0.4 million and $ 2.7 million in financing costs related to the amendments of the Credit Facility during the year ended December 31, 2025, and 2024, respectively.
Accrued Liabilities
Accrued liabilities consisted of the following:
December 31,
2025 2024
(In thousands)
Accrued capital expenditures $ 12,125 $ 10,441
Accrued lease operating expenses 7,160 7,676
Accrued general and administrative costs 11,403 8,123
Accrued inventory 1,123 1,709
Accrued ad valorem tax 5,277 5,396
Other accrued expenditures 602 573
Total accrued liabilities $ 37,690 $ 33,918
F-13
Table of Contents
RILEY EXPLORATION PERMIAN, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - (Continued)
Other Current Liabilities
Other current liabilities consisted of the following:
December 31,
2025 2024
(In thousands)
Advances from joint interest owners $ 4,451 $ 11,278
Income taxes payable 22,175 5,233
Current ARO liabilities 3,455 2,562
Other 4,008 1,050
Total other current liabilities
$ 34,089 $ 20,123
Asset Retirement Obligations
ARO consist of future plugging and abandonment expenses on oil and natural gas properties. The fair value of ARO is recorded as a liability in the period in which wells are drilled with a corresponding increase in the carrying amount of oil and natural gas properties. The liability is accreted for the change in its present value each period and the capitalized cost is depreciated using the units-of-production method. The asset and liability are adjusted for changes resulting from revisions to the timing or the amount of the original estimate when deemed necessary. If the liability is settled for an amount other than the recorded amount, a gain or loss is recognized.
Components of the changes in ARO consisted of the following and is shown below:
December 31,
2025 2024
(In thousands)
ARO, beginning balance $ 35,268 $ 23,044
Liabilities incurred 143 78
Liabilities assumed in acquisitions
19,284 9,727
Liabilities removed upon sale
( 88 ) —
Revision of estimated obligations 7,724 1,856
Liability settlements and disposals ( 2,591 ) ( 2,291 )
Accretion 3,692 2,854
ARO, ending balance $ 63,432 $ 35,268
Less: current ARO (1)
( 3,455 ) ( 2,562 )
ARO, long-term $ 59,977 $ 32,706
_____________________
(1) Current ARO is included within other current liabilities in our consolidated balance sheets.
Revenue Recognition
Oil Sales
Under the Company’s oil sales contracts, oil that is produced by the Company is delivered to the purchaser at a contractually agreed-upon delivery point at which point the purchaser takes custody, title and risk of loss of the product. Once control has been transferred, the purchaser transports the product to a third party and receives market-based prices from the third party. The Company receives a percentage of proceeds received by the purchaser less transportation costs in accordance with the pricing provisions in the Company's contracts. As transportation costs are incurred after the transfer of control, the costs are included in oil and natural gas sales and represent part of the transaction price of the contract. The pricing provisions also provide quantity requirements and grade and quality specifications. The Company recognizes revenue at the net price received when control transfers to the purchaser.
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RILEY EXPLORATION PERMIAN, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - (Continued)
Natural Gas and NGL Sales
Under the Company’s natural gas gathering and processing contracts, natural gas is delivered to the purchaser at the inlet of the purchasers' gathering system, at which point title and risk of loss is transferred to the purchaser. The purchaser gathers and processes the natural gas and remits proceeds to the Company for the resulting sales of natural gas and NGLs in accordance with the pricing provisions of the Company's contracts. As the gathering, processing and transportation activities occur after the transfer of control, these costs are netted against our oil and natural gas sales and represent part of the transaction price of the contract, and may exceed the sales price. The pricing provisions also provide quantity requirements and grade and quality specifications. The Company recognizes revenue on a net basis for amounts expected to be received from third party customers through the marketing process.
Transaction Price Allocated to Remaining Performance Obligations
Based on the Company’s current product sales contracts, with contract terms ranging from one to fifteen years , each unit of production is considered a separate performance obligation and therefore future production volumes are wholly unsatisfied and do not require allocation or disclosure of the transaction price to remaining performance obligations.
Contract Balances
Under the Company’s product sales contracts, the Company has the right to invoice customers once the performance obligations have been satisfied, at which point payment is unconditional. Accordingly, the Company’s product sales contracts do not give rise to contract assets or liabilities under ASC 606.
Prior-Period Performance Obligations
Revenue is recorded in the month in which production is delivered to the purchaser. However, certain settlement statements for oil, natural gas and NGLs may not be received for thirty to ninety days after the date production is delivered and, as a result, the Company is required to estimate the amount of production delivered to the purchaser and the price that will be received for the sale of the product. Differences identified between the Company’s revenue estimates and actual revenue received historically have not been significant. For the years ended December 31, 2025, and 2024, revenue recognized in the reporting period related to performance obligations satisfied in prior reporting periods was not material.
Disaggregation of Revenue
The Company's oil, natural gas and NGL sales are presented net of gathering, processing and transportation costs ("GP&T costs"). These costs, related to natural gas and NGLs, at times exceeded the price we received and resulted in negative average realized prices.
The following table presents oil and natural gas sales disaggregated by product:
Year Ended December 31,
2025 2024 2023
(In thousands)
Oil and natural gas sales:
Oil sales, net
$ 398,341 $ 408,935 $ 363,125
Natural gas sales, net
( 3,322 ) ( 1,412 ) 2,612
NGL sales, net
( 3,039 ) 2,278 6,910
Total oil and natural gas sales, net
$ 391,980 $ 409,801 $ 372,647
Contract Services with Related Parties
The Company had contracts with related parties to provide certain contract operating, accounting and back-office support services prior to 2025. Revenue related to these contract services was recognized over time as the services were rendered, and the fee was stated within the contract at a fixed monthly rate. Costs directly attributable to performing these services were also recognized as the services were rendered. Refer to Note 9 - Transactions with Related Parties for a more detailed discussion regarding these contracts.
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RILEY EXPLORATION PERMIAN, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - (Continued)
Revenue Payable
For certain oil and natural gas properties, where the Company serves as operator, the Company receives production proceeds from the purchaser and further distributes such amounts to other working interest and royalty owners. Production proceeds that the Company has not yet distributed to other working interest and royalty owners are reflected as revenue payable in our consolidated balance sheets.
Lease Operating Expenses
Lease operating costs, including labor costs for field personnel, electricity, equipment rental, contract services, workovers and other operating expenses are expensed as incurred and included in lease operating expenses in our consolidated statements of operations.
Income Taxes
The Company uses the asset and liability method of accounting for income taxes, which requires the establishment of deferred tax accounts for all temporary differences between: (i) financial reporting and tax bases of assets and liabilities, using currently enacted federal and state income tax rates, and (ii) operating loss and tax credit carryforwards. In addition, deferred tax accounts must be adjusted to reflect new rates if enacted into law.
Realization of deferred tax assets is contingent on the generation of future taxable income. As a result, management considers whether it is more likely than not that all or a portion of such assets will be realized during periods when they are available, and if not, management provides a valuation allowance for amounts not likely to be recognized.
Management periodically evaluates tax reporting methods to determine if any uncertain tax positions exist that would require the establishment of a loss contingency. A loss contingency would be recognized if it were probable that a liability has been incurred as of the date of the financial statements and the amount of the loss can be reasonably estimated. The amount recognized is subject to estimates and management’s judgment with respect to the likely outcome of each uncertain tax position. The amount that is ultimately incurred for an individual uncertain tax position or for all uncertain tax positions in the aggregate could differ from the amount recognized. Interest and penalties, if any, related to uncertain tax positions are included in current income tax expense. There are no unrecorded liabilities for uncertain tax positions related to the Company as of December 31, 2025, and 2024. See further discussion in Note 12- Income Taxes.
Interest Expense, net
We have financed a portion of our working capital requirements, capital expenditures and certain acquisitions with borrowings under our Credit Facility as well as the issuance of Senior Notes. We incur interest expense that is affected by both fluctuations in interest rates, our debt balances and our financing decisions. Interest expense, net in our consolidated statements of operations reflects interest, unused commitment fees paid to our lender, interest rate swap settlements, interest income and the amortization of deferred financing costs (including origination and amendment fees) less amounts allocated to capital expenditures, which are capitalized. Interest expense, net was $ 31.4 million, $ 34.3 million and $ 31.8 million for the years ended December 31, 2025, 2024 and 2023, respectively.
Capitalized interest represents interest expense related to capital projects during the period in which the Company is incurring costs and expending resources to get the properties ready for their intended purpose. Capitalized interest is added to the cost of the underlying asset and is amortized over the useful life of the asset in the same manner as the underlying asset. Capitalized interest was $ 2.0 million, $ 2.4 million and $ 3.2 million, for the years ended December 31, 2025, 2024 and 2023, respectively.
Concentrations of Credit Risk
Our customer concentration may impact our overall credit risk, either positively or negatively, in that these entities may be similarly affected by changes in economic or other conditions affecting the oil and natural gas industry.
We sell our production at market prices and to a relatively small number of purchasers, as is customary in the exploration, development and production business. Our purchaser contracts include marketing provisions with our purchasers to market our production. For the year ended December 31, 2025, one purchaser accounted for 60 % of our revenue purchased. For the years ended December 31, 2024, and 2023, one purchaser accounted for 70 % of our revenue purchased. For the years ended
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RILEY EXPLORATION PERMIAN, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - (Continued)
December 31, 2025, 2024 and 2023, an additional purchaser accounted for 30 %, 22 % and 20 %, respectively. Due to the recent acquisition of Stakeholder Midstream, LLC ("Stakeholder") by Targa Northern Delaware LLC ("Targa") and upon commencement of the new gas purchase agreement ("A&R Gas Purchase Agreement"), substantially all of our natural gas and NGLs will be sold to a single purchaser. The loss of either of these purchasers could materially and adversely affect our revenues in the short-term. However, based on the current demand for oil and natural gas and the availability of other purchasers, we believe that the loss of any of our purchasers would not have a long-term material adverse effect on our financial condition and results of operations because oil and natural gas are fungible products with well-established markets. Further, the Company has the right to market our oil and natural gas production under these agreements.
Our primary exposure to credit risk is through receivables from the sale of our oil, natural gas, and NGLs (approximately $ 31.0 million at December 31, 2025) and the collection of receivables from joint interest owners for their proportionate share of expenditures made on properties in which we serve as the operator (approximately $ 6.3 million at December 31, 2025).
We manage credit risk related to accounts receivable through netting revenues and expenses on properties in which we serve as the operator, credit approvals, escrow accounts and monitoring procedures. Accounts receivable are generally not collateralized. However, we routinely assess the financial strength of our customers and counterparties and, based upon factors surrounding the credit risk, establish an allowance for uncollectible accounts, if required. As a result, we believe that our accounts receivable credit risk exposure beyond such allowance is limited.
Environmental and Other Issues
We are engaged in oil and natural gas exploration and production and may become subject to certain liabilities as they relate to environmental cleanup of well sites or other environmental restoration procedures. In connection with acquisitions of existing or previously drilled well bores, we may not be aware of what environmental safeguards were taken at the time such wells were drilled or during such time the wells were operated. Should it be determined that a liability exists with respect to any environmental cleanup or restoration, we would be responsible for curing such a violation.
We account for environmental contingencies in accordance with the accounting guidance related to accounting for contingencies. Environmental expenditures that relate to current operations are expensed or capitalized as appropriate. Expenditures that relate to an existing condition caused by past operations, which do not contribute to current or future revenue generation, are expensed. Liabilities are recorded when environmental assessments and/or clean-ups are probable, and the costs can be reasonably estimated.
Fair Value Measurements
Certain financial instruments are reported at fair value in our consolidated balance sheets. Under fair value measurement accounting guidance, fair value is defined as the amount that would be received from the sale of an asset or paid for the transfer of a liability in an orderly transaction between market participants (i.e., an exit price). To estimate an exit price, a three-level hierarchy is used. The fair value hierarchy prioritizes the inputs, which refer broadly to assumptions market participants would use in pricing an asset or a liability, into three levels. Level 1 inputs are unadjusted quoted prices in active markets for identical assets and liabilities and have the highest priority. Level 2 inputs are inputs other than quoted prices within Level 1 that are observable for the asset or liability, either directly or indirectly. Level 3 inputs are unobservable inputs for the asset or liability and have the lowest priority.
The valuation techniques that may be used to measure fair value include a market approach, an income approach and a cost approach. A market approach uses prices and other relevant information generated by market transactions involving identical or comparable assets or liabilities. An income approach uses valuation techniques to convert future amounts to a single present amount based on current market expectations, including present value techniques, option-pricing models and the excess earnings method. The cost approach is based on the amount that currently would be required to replace the service capacity of an asset (replacement cost). These approaches are considered Level 3 in the fair value hierarchy.
The carrying values of financial instruments comprising cash and cash equivalents, payables, receivables, related party accounts receivable/payable and advances from joint interest owners approximate fair values due to the short-term maturities of these instruments and are classified as Level 1 in the fair value hierarchy. The carrying value of the Senior Notes is based on estimates of current rates available for similar issues with similar maturities and are classified as Level 2 in the fair value hierarchy. The carrying value reported for the Credit Facility approximates fair value because the underlying instruments are at interest rates which approximate current market rates and is considered Level 2 in the fair value hierarchy. The liability
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RILEY EXPLORATION PERMIAN, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - (Continued)
associated with the earnout payments related to the Silverback Acquisition is accounted for at fair value on a recurring basis and is considered Level 3 in the fair value hierarchy. Assets and liabilities accounted for at fair value on a non-recurring basis in accordance with the fair value hierarchy include the initial recognition of ARO and the fair value of oil and natural gas properties when acquired in a business combination or assessed for impairment and are considered Level 3 in the fair value hierarchy.
Derivative Contracts
We report the fair value of derivatives in our consolidated balance sheets in derivative assets and derivative liabilities as either current or non-current based on the timing of the settlement of individual trades. Trades that are scheduled to settle in the next twelve months are reported as current. The Company nets derivative assets and liabilities in our consolidated balance sheets whenever it has a legally enforceable master netting agreement with the counterparty to a derivative contract.
For the years ended December 31, 2025, and 2024, we have not designated our derivative contracts as hedges for accounting purposes and therefore changes in the fair value of derivatives are recognized in earnings. Cash settlements of contracts are included in cash flows from operating activities in our consolidated statements of cash flows. Derivative contracts are settled on a monthly basis.
The fair value of derivatives is established using index prices, volatility curves and discount factors. The value we report in our consolidated financial statements is as of a point in time and subsequently changes as these estimates are revised to reflect actual results, changes in market conditions and other factors.
The use of derivatives involves the risk that the counterparties to such contracts will be unable to meet their obligations under the terms of the agreement. To minimize the credit risk with derivative instruments, it is our policy to enter into derivative contracts primarily with counterparties that are financial institutions that are also lenders within our Credit Facility. Under the terms of the current counterparties' contracts, only those that are lenders under our Credit Facility are secured by the same collateral as outlined in our Credit Facility. The counterparties are not required to provide credit support to the Company. See further discussion in Note 6 – Derivative Instruments.
Leases
The Company's current leases include office space, limited office equipment and field vehicles. The Company reviews all contracts to determine if a lease exists at contract inception. A lease exists when the Company has the right to obtain substantially all of the economic benefit of a specific asset and to control the use of that asset over the term of the agreement. Identified leases are classified as an operating or finance lease, which determines the recognition, measurement and presentation of expenses. As of December 31, 2025, and 2024, the Company did not have any finance leases. Operating leases are capitalized in our consolidated balance sheets at commencement through a lease right-of-use ("ROU") asset and lease liability representing the present value of lease payments over the lease term. In addition to the present value of lease payments, the operating lease ROU asset includes any lease payments made to the lessor prior to lease commencement less any lease incentives and initial direct costs incurred. Options to extend or terminate leases are included in the lease term when it is reasonably certain the Company will exercise the option. For operating leases, lease costs are recognized on a straight-line basis over the term of the lease.
The present value of operating lease payments and amortization of the lease liability is calculated using a discount rate. When available, the Company uses the rate implicit in the lease as the discount rate; however, some of the Company’s leases do not provide a readily determinable implicit rate. In such cases, the Company is required to use our incremental borrowing rate ("IBR"). The Company’s IBR reflects the estimated rate of interest that the Company would pay to borrow on a collateralized
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RILEY EXPLORATION PERMIAN, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - (Continued)
basis over a similar term and amount equal to the lease payments in a similar economic environment. The Company is required to reassess the discount rate for any new and modified lease contracts as of the lease effective date.
The following table presents additional lease information:
December 31,
2025 2024
(In thousands)
ROU asset $ 3,323 $ 1,398
Current lease liability $ 1,259 $ 758
Long-term lease liability $ 2,138 $ 673
IBR
7.27 % 7.79 %
Weighted average discount rate on all outstanding leases
7.76 % 7.47 %
Weighted average remaining lease term (years)
2.7 2.2
Lease expense was $ 1.4 million, $ 1.2 million and $ 0.8 million, respectively, for the years ended December 31, 2025, 2024 and 2023. The ROU asset, current lease liability and non-current lease liability are included in other non-current assets, net, other current liabilities and other non-current liabilities , respectively, in our consolidated balance sheets. Lease expense for the Company is included in general and administrative costs in our consolidated statements of operations.
Recent Accounting Pronouncements
In November 2023, the FASB issued ASU 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures, which enhances the disclosures required for operating segments in the Company’s annual and interim consolidated financial statements. This ASU is effective retrospectively for fiscal years beginning after December 15, 2023, and for interim periods within fiscal years beginning after December 15, 2024. The Company adopted this update effective January 1, 2024. See Note 14 - Segments. The adoption and implementation of this standard did not have a material impact on the Company's disclosures.
In December 2023, the FASB issued ASU 2023-09 Income Taxes (Topic 740) Improvements to Income Tax Disclosures which requires disaggregated information about the Company's effective tax rate reconciliation and income taxes paid. This ASU is effective for fiscal years beginning after December 15, 2024, and may be applied prospectively or retrospectively. The Company adopted this update retrospectively effective January 1, 2025. See Note 12 - Income Taxes. The adoption and implementation of this standard did not have a material impact on the Company's disclosures.
In November 2024, the FASB issued ASU 2024-03, Income Statement (Subtopic 220-40) Reporting Comprehensive Income-Expense Disaggregation Disclosures, which broadens the disclosures required for certain costs and expenses in the Company’s annual and interim consolidated financial statements. This ASU is effective prospectively for fiscal years beginning after December 15, 2026, and interim reporting periods within fiscal years beginning after December 15, 2027. The Company is currently evaluating disclosures related to our annual report for fiscal year 2027.
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RILEY EXPLORATION PERMIAN, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - (Continued)
(4) Acquisitions and Divestitures
Midstream Sale
On December 3, 2025, the Company sold all of our membership interests in Dovetail Midstream, LLC, a wholly owned subsidiary of the Company that holds certain midstream infrastructure projects in Eddy County, New Mexico, to Targa for an aggregate cash purchase price of approximately $ 111 million, subject to customary purchase price adjustments (the "Midstream Sale"). The Midstream Sale also provided for the subsequent sale by the Company of certain compressor station assets for an aggregate cash purchase price of approximately $ 10 million plus reimbursement of $ 1.4 million of capital improvements; this second transaction closed on December 24, 2025. In connection with the Midstream Sale, the Company recognized a pre-tax gain of $ 71.7 million, net of $ 2.6 million of transaction costs, which was recorded in our consolidated statement of operations. The Company also has the right to earn up to an additional $ 60 million in cash payments contingent upon achieving certain volumetric performance thresholds over a five-year period, beginning after the project in-service date in the A&R Gas Purchase Agreement, which is expected to be in-service before the end of 2026. No amounts were recognized during the year ended December 31, 2025.
Silverback Acquisition
On July 1, 2025, the Company completed the acquisition of 100 % of the ownership interests of Silverback which owns oil and natural gas assets and operations located primarily in the Yeso trend of the Permian Basin in Eddy County, New Mexico for approximately $ 123 million, which included approximately $ 120 million paid in cash and approximately $ 3 million of estimated fair value related to potential earnout payments. The purchase price is subject to change pending final purchase price adjustments including the release of $ 1.2 million remaining in escrow.
The Silverback Acquisition qualified as a business combination using the acquisition method of accounting. The assets acquired and liabilities assumed were recognized at fair value as of the acquisition date. The preliminary purchase price allocation is subject to change for up to one year subsequent to the closing date of the acquisition due to final customary purchase price adjustments. The assets acquired and liabilities assumed were recognized on the consolidated balance sheet at fair value as of the acquisition date. The fair value measurements of the oil and natural gas properties acquired and ARO assumed were derived utilizing an income approach and based, in part, on significant inputs not observable in the market. These inputs represent Level 3 measurements in the fair value hierarchy and include, but are not limited to, estimates of reserves, future development, future operating costs, future cash flows and the use of weighted average cost of capital. These inputs required the use of significant judgments and estimates at the date of valuation, and use of different estimates and judgments could yield different results.
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RILEY EXPLORATION PERMIAN, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - (Continued)
The following presents the allocation of the total purchase price of the Silverback Acquisition to the identified assets acquired and liabilities assumed based on estimated fair value as of the closing date of the acquisition:
Preliminary purchase price allocation as of December 31, 2025 (in thousands):
Consideration:
Cash consideration paid to sellers upon closing
$ 119,559
Preliminary estimated fair value of earnout payments
3,100
Total consideration transferred
$ 122,659
Fair value of assets acquired:
Cash
$ 1,857
Accounts receivable
7,784
Prepaid expenses
313
Inventory
5,371
Current derivative asset
1,029
Oil and gas properties
140,126
Other property and equipment
602
Other non-current assets
1,421
Amount attributable to assets acquired $ 158,503
Fair value of liabilities assumed:
Accounts payable
$ 364
Accrued liabilities
1,825
Revenue payable 14,371
Asset retirement obligations 19,284
Amount attributable to liabilities assumed $ 35,844
Net assets acquired $ 122,659
Cash consideration included deposits into escrow of $ 14.2 million at signing and $ 6.9 million at closing for title defects. As of December 31, 2025, $ 4.6 million of the closing escrow was returned to the Company, $ 1.1 million was paid to the sellers and $ 1.2 million remains in escrow and is reflected as funds held in escrow in our consolidated balance sheets.
The Company may potentially pay the sellers quarterly earnout payments of up to $ 1.9 million per fiscal quarter during calendar years 2026 and 2027 if the New York Mercantile Exchange ("NYMEX") West Texas Intermediate ("WTI") quarterly average exceeds certain stated amounts set forth in the Purchase Agreement, ranging from $ 70 to $ 75 per barrel or higher. See additional information on the fair value measurement of the earnout payments in Note 7 - Fair Value Measurements.
The Company funded the acquisition with cash on hand and borrowings under our Credit Facility. Transaction costs associated with the Silverback Acquisition were approximately $ 4.6 million for the year ended December 31, 2025.
Post-Acquisition Operating Results
The results of operations attributable to the Silverback Acquisition since the closing date of the acquisition have been included in the consolidated statements of operations and include $ 27.0 million of total revenues, net and $ 15.0 million of earnings, which represents total revenues, net less production taxes and LOE , for the year ended December 31, 2025.
Pro Forma Operating Results (Unaudited)
The results of operations of the Silverback Acquisition have been included in the Company's consolidated financial statements since the closing date of the acquisition. The following supplemental, unaudited pro forma combined financial information for the years ended December 31, 2025, and 2024 reflect the consolidated results of operations of the Company as
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RILEY EXPLORATION PERMIAN, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - (Continued)
if the Silverback Acquisition had occurred on January 1, 2024. The information below reflects pro forma adjustments based on available information and certain assumptions that the Company believes are factual and supportable. The unaudited pro forma information includes adjustments for (i) transaction costs being reclassified to the first quarter of 2024 instead of being recorded in the year ended December 31, 2025, (ii) depletion, depreciation and amortization expense and (iii) interest expense related to the financing for the Silverback Acquisition. In addition, the pro forma information has been effected for income taxes with a blended statutory rate of 25.7 % for the year ended December 31, 2025, and 2024.
Year Ended December 31,
2025
2024
(In thousands, except per share amounts)
Total revenues
$ 428,574 $ 484,575
Net income
$ 170,725 $ 86,924
Basic net income per common share
$ 8.08 $ 4.20
Diluted net income per common share
$ 8.06 $ 4.16
The unaudited pro forma combined financial information is for informational purposes only and is not intended to represent or to be indicative of the combined results of operations that the Company would have reported had the Silverback Acquisition been completed as of January 1, 2024, and should not be taken as indicative of the Company's future combined results of operations. The actual results may differ significantly from that reflected in the unaudited pro forma combined financial information for a number of reasons, including, but not limited to, differences in assumptions used to prepare the unaudited pro forma combined financial information and actual results.
Viking Sale
On November 21, 2025, the Company sold its interest in oil and natural gas properties in Texas outside of the Company's acreage in the Champions field ("Viking Sale"), which had a net carrying value of $ 10.4 million to an affiliate of Combo Resources, LLC ("Combo"). The properties consisted of six established units in Lee and Fayette Counties, Texas, which were jointly developed by the Company and Combo. In exchange for the Company's interest in these assets, we received and subsequently retired 250,000 shares of the Company's common stock. The net carrying value of the assets plus cash paid of $ 0.8 million less the tax impact of the sale resulted in a reduction to additional paid-in capital of $ 10.2 million.
2024 New Mexico Asset Acquisition
On May 7, 2024, the Company completed the acquisition of oil and natural gas properties in Eddy County, New Mexico, for a cash purchase price of approximately $ 19.1 million plus $ 0.5 million in transaction costs. The 2024 New Mexico Asset Acquisition was accounted for as an asset acquisition, with the final purchase price and transaction costs being capitalized to oil and natural gas properties. This acquisition was funded through a combination of proceeds from the 2024 equity issuance ("2024 Equity Offering") discussed in Note 11 - Shareholders' Equity and cash on hand.
2023 New Mexico Acquisition
On April 3, 2023, the Company completed the acquisition of oil and natural gas properties in Eddy County, New Mexico, from Pecos Oil & Gas, LLC for $ 324.7 million, funded through a combination of proceeds from the issuance of $ 200 million of Senior Notes and borrowings under the Company's Credit Facility. The 2023 New Mexico Acquisition was accounted for as a business combination.
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RILEY EXPLORATION PERMIAN, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - (Continued)
(5) Oil and Natural Gas Properties
Oil and natural gas properties are summarized below:
December 31,
2025 2024
(In thousands)
Proved $ 1,153,126 $ 1,027,183
Unproved 155,979 100,974
Work-in-progress 25,668 21,318
$ 1,334,773 $ 1,149,475
Accumulated depletion, amortization and impairment ( 339,234 ) ( 288,678 )
Total oil and natural gas properties, net $ 995,539 $ 860,797
As of December 31, 2025, and 2024, the Company had no exploratory wells included in work-in-progress.
Depletion expense for proved oil and natural gas properties was $ 84.4 million, $ 71.3 million and $ 62.5 million for the years ended December 31, 2025, 2024 and 2023, respectively.
Exploration costs were $ 0.4 million, $ 2.6 million and $ 4.2 million for the years ended December 31, 2025, 2024 and 2023, respectively, and were primarily attributable to expiration of oil and natural gas leases in 2025 and 2024 and exploratory well expense and the expiration of oil and natural gas leases in 2023.
Impairment of Proved Properties
Certain proved oil and natural gas properties were impaired during the year ended December 31, 2025. Our impairment test involved a step assessment to determine if the net book value of our proved oil and natural gas properties is expected to be recovered from the estimated undiscounted future net cash flows. We calculated the expected undiscounted future net cash flows of our long-lived assets using management’s assumptions and expectations.
Certain oil and natural gas properties in New Mexico outside of the Company's acreage in the Red Lake field failed the initial step assessment, which looks at the carrying value compared to undiscounted cash flows for these properties. For these assets, we used a discounted cash flow analysis to estimate fair value. The expected future net cash flows were discounted using a rate of 10.0 %, which we believe represents the estimated weighted average cost of capital of a market participant. Based on this assessment of our long-lived assets impairment test, the carrying value exceeded the estimated fair market value, and we recognized a non-cash impairment.
For the year ended December 31, 2025, and 2024, the Company recognized a non-cash impairment of $ 1.2 million and $ 1.8 million, respectively, relating to certain properties in New Mexico outside of the Company's acreage in the Red Lake field. Additionally, the Company recognized a non-cash impairment loss on proved properties of $ 9.5 million for the year ended December 31, 2024, relating to certain properties in Texas outside of the Company's acreage in the Champions field that were sold as part of the Viking Sale. The 2025 and 2024 impairments were primarily driven by a reduction in well results and lower commodity prices. In 2023, the Company recognized an impairment of $ 9.8 million on proved properties in Texas, outside of the Champions field that were sold as part of the Viking Sale. These impairments are included in our consolidated statements of operations as impairments of oil and natural gas properties. See further discussion of our fair value assumptions in Note 7 - Fair Value Measurements.
Impairment of Enhanced Oil Recovery (EOR) Project
The cost of proved and unproved oil and natural gas properties are assessed for impairment at least annually or whenever events and circumstances indicate that a decline in the recoverability of their carrying value may have occurred. We compare the undiscounted future cash flows of the oil, natural gas and NGL properties to the carrying amount of the oil, natural gas and NGL properties to determine if the carrying amount is recoverable. If the carrying amount exceeds the estimated undiscounted future cash flows, we adjust the carrying amount of the oil, natural gas and NGL properties to their estimated fair value which is considered a Level 3 measurement. As part of the impairment review during the third quarter 2024, the Company made the decision to discontinue our EOR Project, which was in work-in-process, in favor of redeploying the required future capital and
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RILEY EXPLORATION PERMIAN, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - (Continued)
salvaging the assets for use in our conventional vertical and horizontal development programs. As a result of this decision, the remaining fair value for the EOR Project was determined to be zero , after $ 1.8 million in compressors and other equipment were transferred to inventory for future use in our consolidated balance sheets. The Company also recorded a non-cash impairment loss of $ 28.9 million and a cash impairment loss of $ 1.3 million related to a contract termination payment. The total $ 30.2 million impairment is included in other impairments in our consolidated statements of operations. In 2025, the Company determined the fair value of the compressors to be zero, and therefore wrote off the cost of the compressors and recorded a non-cash impairment loss of $ 1.6 million and is included in other impairments in our consolidated statement of operations.
(6) Derivative Instruments
Oil and Natural Gas Contracts
The Company uses commodity based derivative contracts to reduce exposure to fluctuations in oil and natural gas prices. While the use of these contracts partially limits the downside risk for adverse price changes, their use also partially limits future revenues from favorable price changes. We have not designated our derivative contracts as hedges for accounting purposes and therefore changes in the fair value of derivatives are included and recognized in other income (expense) in our consolidated statements of operations.
As of December 31, 2025, the Company's oil and natural gas derivative instruments consisted of the following types:
• Fixed Price Swaps – the Company receives a fixed price for the contract and pays a floating market price to the counterparty over a specified period for a contracted volume.
• Costless collars – the combination of a put option (fixed floor) and call option (fixed ceiling), with the options structured so that the premium paid to purchase the put option is offset by the premium received from the sale of the call option. If the market price exceeds the call strike price or falls below the put strike price, we receive the fixed price and pay the market price. If the market price is between the put and the call strike price, no payments are due from either party.
• Basis Protection Swaps – basis swaps are settled based on differences between a fixed price differential and the differential between the settlement prices of two referenced indexes. We receive the fixed price differential and pay the differential between the referenced indexes.
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RILEY EXPLORATION PERMIAN, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - (Continued)
The following table summarizes the open financial derivative positions as of December 31, 2025, related to oil and natural gas production:
2026 2027
First Quarter Second Quarter Third Quarter Fourth Quarter First Quarter Second Quarter Third Quarter Fourth Quarter
Oil
WTI Oil Swaps
Volume (Bbl)
636,000 600,000 600,000 600,000 305,000 170,000 90,000
Weighted average price
($/Bbl)
$ 61.96 $ 61.69 $ 60.98 $ 60.69 $ 61.07 $ 60.81 $ 58.90
WTI Oil Collars
Volume (Bbl)
516,000 486,000 480,000 440,000 355,000 477,000 340,000
Weighted average floor price ($/Bbl) $ 59.55 $ 57.78 $ 56.99 $ 56.39 $ 57.03 $ 55.31 $ 51.68
Weighted average ceiling price ($/Bbl) $ 77.16 $ 73.54 $ 72.31 $ 68.61 $ 66.19 $ 68.35 $ 66.02
Natural Gas
Henry Hub Natural Gas Swaps
Volume (MMBtu) 1,005,000 450,000 300,000 500,000 600,000
Weighted average price
($/MMBtu)
$ 3.97 $ 3.64 $ 3.59 $ 4.07 $ 4.19
Henry Hub Natural Gas Collars
Volume (MMBtu) 225,000 900,000 900,000 600,000 450,000
Weighted average floor price ($/MMBtu) $ 3.67 $ 3.05 $ 3.05 $ 3.43 $ 3.80
Weighted average ceiling price ($/MMBtu)
$ 4.30 $ 3.74 $ 3.74 $ 4.79 $ 5.84
Waha Basis Swaps
Volume (MMBtu) 450,000 450,000 450,000 600,000 1,350,000 675,000 675,000 675,000
Weighted average price
($/MMBtu)
$ ( 2.01 ) $ ( 2.26 ) $ ( 2.26 ) $ ( 1.31 ) $ ( 0.87 ) $ ( 0.75 ) $ ( 0.75 ) $ ( 0.75 )
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RILEY EXPLORATION PERMIAN, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - (Continued)
Interest Rate Contracts
The Company entered into floating-to-fixed interest rate swaps, in which it will receive a floating market rate equal to one-month Chicago Mercantile Exchange Term Secured Overnight Financing Rate ("SOFR") Rate and will pay a fixed interest rate to manage future interest rate exposure related to the Company’s Credit Facility. In March 2024, the Company entered into a fixed-to-floating interest rate swap for the period from May 2024 to December 2024, to reduce our interest rate exposure, which resulted in a gain of approximately $ 1 million on a notional amount of $ 80 million. This gain was realized upon settlement of the contracts throughout 2024.
The following table summarizes the open interest rate derivative positions as of December 31, 2025:
Open Coverage Period Position
Notional Amount Fixed Rate
(In thousands)
January 2026 - April 2026 Long
$ 30,000 3.18 %
January 2026 - April 2026 Long
$ 50,000 3.04 %
April 2026 - April 2027 Long
$ 45,000 3.90 %
Balance Sheet Presentation of Derivatives
The following tables present the location and fair value of the Company’s derivative contracts included in our consolidated balance sheets:
December 31, 2025
Balance Sheet Classification Gross Fair Value Amounts Netted Net Fair Value
(In thousands)
Current derivative assets $ 22,121 $ ( 2,980 ) $ 19,141
Non-current derivative assets 9,316 ( 4,199 ) 5,117
Current derivative liabilities ( 3,017 ) 2,980 ( 37 )
Non-current derivative liabilities ( 4,311 ) 4,199 ( 112 )
Total $ 24,109 $ — $ 24,109
December 31, 2024
Balance Sheet Classification Gross Fair Value Amounts Netted Net Fair Value
(In thousands)
Current derivative assets $ 9,817 $ ( 6,553 ) $ 3,264
Non-current derivative assets 6,661 ( 6,076 ) 585
Current derivative liabilities ( 6,553 ) 6,553 —
Non-current derivative liabilities ( 6,490 ) 6,076 ( 414 )
Total $ 3,435 $ — $ 3,435
The following table presents the components of the Company's gain (loss) on derivatives, net for the periods presented below:
Year Ended December 31,
2025 2024 2023
(In thousands)
Settlements on derivative contracts
$ 16,615 $ 1,849 ( 17,221 )
Non-cash gain (loss) on derivatives 19,644 ( 3,514 ) 23,414
Gain (loss) on derivatives, net $ 36,259 $ ( 1,665 ) $ 6,193
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RILEY EXPLORATION PERMIAN, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - (Continued)
(7) Fair Value Measurements
The FASB has established a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. The hierarchy consists of three broad levels. Level 1 inputs are the highest priority and consist of unadjusted quoted prices in active markets for identical assets and liabilities. Level 2 are inputs other than quoted prices that are observable for the asset or liability, either directly or indirectly. Level 3 are unobservable inputs for an asset or liability.
The carrying values of financial instruments comprising cash, payables, receivables, and advances from joint interest owners approximate fair values due to the short-term maturities of these instruments and are classified as Level 1 in the fair value hierarchy. The carrying value reported for the Credit Facility approximates fair value because the underlying instruments are at interest rates which approximate current market rates. The fair value of the Senior Notes is based on estimates of current rates available for similar issuances with similar maturities and is classified as Level 2 in the fair value hierarchy. The oil and natural gas properties acquired and ARO assumed in the Silverback Acquisition, 2024 New Mexico Asset Acquisition and 2023 New Mexico Acquisition in addition to the fair value of assets and liabilities when considered for impairment are considered Level 3 measurements.
Assets and Liabilities Measured on a Recurring Basis
The fair values of commodity derivatives and interest rate swaps are estimated using discounted cash flow calculations based on forward curves and are classified as Level 2 within the fair value hierarchy. The following table summarizes these instruments that were accounted for at fair value on a recurring basis by level within the fair value hierarchy:
December 31, 2025
Level 1 Level 2 Level 3 Total
(In thousands)
Financial assets:
Commodity derivative assets $ — $ 31,437 $ — $ 31,437
Interest rate assets $ — $ — $ — $ —
Financial liabilities:
Commodity derivative liabilities $ — $ ( 7,179 ) $ — $ ( 7,179 )
Interest rate liabilities $ — $ ( 149 ) $ — $ ( 149 )
December 31, 2024
Level 1 Level 2 Level 3 Total
(In thousands)
Financial assets:
Commodity derivative assets $ — $ 15,301 $ — $ 15,301
Interest rate assets $ — $ 1,177 $ — $ 1,177
Financial liabilities:
Commodity derivative liabilities $ — $ ( 13,043 ) $ — $ ( 13,043 )
Earnout Payments - Silverback
The earnout payments in connection with the Silverback Acquisition were valued using a Monte Carlo simulation model that incorporated forward strip pricing as of December 31, 2025. The valuation process involved modeling the potential earnout payments over numerous scenarios based on WTI futures prices. The average expected value from the simulations was then discounted using the Company's cost of debt. Based on the forward strip pricing as of December 31, 2025, management determined that no material change in estimates was necessary. The fair value of the earnout payments is considered a Level 3 measurement due to the unobservable inputs including volatility and the discount rate, as well as the detailed modeling required to estimate fair value. See Note 4 - Acquisitions and Divestitures for additional information on the earnout payments.
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RILEY EXPLORATION PERMIAN, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - (Continued)
December 31, 2025
Fair Value
(In thousands)
Earnout Payments (Level 3)
$ 3,100
As of December 31, 2025, $ 1.0 million is accrued in other current liabilities and $ 2.1 million is accrued in other long-term liabilities in our consolidated balance sheets.
Liabilities Not Measured on a Recurring Basis
The following table summarizes the fair value and carrying amount of the Company's financial instruments.
December 31, 2025 December 31, 2024
Carrying Amount Fair Value Carrying Amount Fair Value
(In thousands)
Credit Facility (Level 2) $ 110,000 $ 110,000 $ 115,000 $ 115,000
Senior Notes (Level 2) (1)
$ 137,855 $ 149,312 $ 154,464 $ 172,864
_____________________
(1) The carrying value reported for the Senior Notes is shown net of unamortized discount and unamortized deferred financing costs.
The carrying value reported for the Credit Facility approximates fair value because the underlying instruments are at interest rates which approximate current market rates. The fair value of the Senior Notes was determined utilizing a discounted cash flow approach.
Assets and Liabilities Measured at Fair Value on a Non-Recurring Basis
Assets and liabilities accounted for at fair value on a non-recurring basis in accordance with the fair value hierarchy include the initial recognition of ARO and the fair value of oil and natural gas properties when acquired in a business combination or assessed for impairment.
The fair value measurements of assets acquired and liabilities assumed are measured on a nonrecurring basis on the acquisition date using an income valuation technique based on inputs that are not observable in the market and therefore represent Level 3 inputs. Significant inputs used to determine the fair value include estimates of: (i) reserves; (ii) future commodity prices; (iii) operating and development costs; and (iv) a market-based weighted average cost of capital rate. The underlying commodity prices embedded in the Company's estimated cash flows are the product of a process that begins with NYMEX forward curve pricing, adjusted for estimated location and quality differentials, as well as other factors that the Company’s management believes will impact realizable prices. These inputs require significant judgments and estimates by the Company’s management at the time of the valuation.
The fair value of ARO incurred and acquired during the years ended December 31, 2025, and 2024, totaled approximately $ 19.4 million and $ 9.8 million, respectively. The fair value of additions and revisions to the asset retirement obligation liabilities is measured using valuation techniques consistent with the income approach, which converts future cash flows to a single discounted amount. Significant inputs to the valuation include: (i) estimated plugging and abandonment costs per well for all oil and natural gas wells and for all disposal wells; (ii) estimated remaining life per well; (iii) future inflation factors; and (iv) our average credit-adjusted risk-free rate. These assumptions represent Level 3 inputs.
If the carrying amount of our oil and natural gas properties exceeds the estimated undiscounted future cash flows, we will adjust the carrying amount of the oil and natural gas properties to fair value. The fair value of our oil and natural gas properties is determined using valuation techniques consistent with the income and market approach. The factors used to determine fair value are subject to management’s judgment and expertise and include, but are not limited to, recent sales prices of comparable properties, the present value of future cash flows, net of estimated operating and development costs using estimates of proved reserves, future commodity pricing, future production estimates, anticipated capital expenditures, and various discount rates commensurate with the risk and current market conditions associated with the expected cash flow projected.
For the year ended December 31, 2025, the Company recognized a non-cash impairment loss to our oil and natural gas properties of $ 1.2 million related to acreage in New Mexico outside of our Red Lake field as well as a non-cash impairment
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RILEY EXPLORATION PERMIAN, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - (Continued)
loss of $ 1.6 million for the previously repurposed compressors related to the EOR project. At the time of impairment, the oil and natural gas properties in New Mexico outside of our Red Lake field had a net book value of $ 1.2 million and a fair value of zero resulting in an impairment loss of $ 1.2 million. The compressors related to the EOR project had a net book value of $ 1.6 million and a fair value of zero resulting in an impairment loss of $ 1.6 million.
For the year ended December 31 2024, the Company recognized non-cash impairment losses of $ 11.3 million related to acreage in Texas and New Mexico outside of our Champions and Red Lake fields as well as a non-cash impairment loss of $ 28.9 million related to the discontinuation of the EOR project. As of December 31, 2024, the oil and natural gas properties in Texas outside of the Champions field had a net book value of $ 21.1 million and a fair value of $ 11.6 million resulting in an impairment loss of $ 9.5 million and the oil and natural gas properties in New Mexico outside of the Red Lake field had a net book value of $ 3.1 million and a fair value of $ 1.3 million resulting in an impairment loss of $ 1.8 million. The EOR project had a net book value of $ 41.7 million and a fair value of $ 12.8 million for repurposed assets (including the EOR compressors) with alternative uses, resulting in an impairment loss of $ 28.9 million.
For the year ended December 31, 2023, the Company recognized non-cash impairment losses to our oil and natural gas properties of $ 9.8 million related to acreage in Texas outside of our Champions field. As of December 31, 2023, the oil and natural gas properties in Texas outside of the Champions field had a net book value of $ 33.7 million and a fair value of $ 23.9 million.
In preparing these assessments, the Company utilized a discounted cash flow approach to estimate fair value. The assumptions utilized in the discounted cash flow are considered Level 3, consistent with the discussion above. Under the discounted cash flow methodology, the expected future net cash flows were discounted using a weighted average cost of capital rate reflective of a market participant rate. Additionally, the assumptions utilized include the future commodity prices for oil and natural gas based on NYMEX strip pricing for WTI and Henry Hub, as adjusted for differentials (using the Company's historical average of differentials, which approximate a market participant's differentials) and operating cost assumptions based on the Company's historical LOE, which are deemed to estimate a market participant's operating costs. See further discussion of our impairments in Note 5 - Oil and Natural Gas Properties.
(8) Equity Method Investment
RPC Power
RPC Power LLC ("RPC Power") is our power-focused joint venture with Conduit Power LLC, in which we have 50 % ownership. The Company is involved in two current projects with RPC Power.
The first project provides a portion of our electric power needs for our field operation in our Champions field. This project consists of two sites located within the Company's operating area. The power generated and delivered by RPC Power is consumed by operating activities and not sold to the electric grid.
The second project is intended to provide power for the sale into the Electric Reliability Council of Texas ("ERCOT"), the primary electric grid of Texas, with none of the generation consumed by Riley Permian. This project consists of four sites located outside of the Company's operating area, but in the west Texas region.
As the Company has significant influence due to our ownership percentage, but lacks control, RPC Power is accounted for as an equity method investment. In November 2024, the Company signed the Second Amendment to the A&R LLC Agreement, which increased the capital commitment for each owner from $ 42.5 million to $ 51.5 million. As of December 31, 2025, the
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RILEY EXPLORATION PERMIAN, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - (Continued)
Company had invested $ 39.5 million in the joint venture, comprised of $ 37.2 million in cash and $ 2.3 million of contributed assets, which was reduced by the Company's share of losses and increased by our share of income in the joint venture.
During the year ended December 31, 2025, the Company contributed an additional $ 15.8 million to RPC Power. The Company has a remaining commitment to invest up to an additional $ 12.0 million, if required, to fund our portion of the future capital budget for the RPC Power joint venture. On December 31, 2025, RPC Power declared a $ 3 million dividend, of which $ 1.5 million was the Company's portion. The dividend was paid in January 2026.
We account for any distributions received from our equity method investment using the nature-of-distribution approach. Under this approach, distributions are classified based on the underlying activity of the investee that generated them. Returns on investment are presented within operating activities, while returns of investment are presented within investing activities in our consolidated statement of cash flows.
See Note 9 - Transactions with Related Parties for further discussion of the contractual agreements between the Company and RPC Power and its affiliates and Note 15 - Commitments and Contingencies for additional information on future commitments.
The following table presents the Company's equity method investment activity:
Year Ended December 31,
2025 2024
(In thousands)
Equity method investment, beginning balance $ 22,811 $ 5,620
Contributions 15,750 17,912
Distributions
( 1,487 ) —
Loss from equity method investment ( 886 ) ( 721 )
Equity method investment, ending balance
$ 36,188 $ 22,811
(9) Transactions with Related Parties
RPC Power
In January 2023, the Company entered into a 10-year agreement with RPC Power, which provides for the conversion of specified quantities of the Company’s produced natural gas to electricity to power a portion of our oilfield operations in our Champions field ("Tolling Agreement"). The Tolling Agreement was amended and restated in June 2024 ("A&R Tolling Agreement") primarily to reflect the new in-service date of September 2024. The Company also entered into a 10-year agreement (“Asset Optimization Agreement”) in January 2023 that requires RPC Power to provide operational expertise on the implementation and management of the power generating assets subject to the A&R Tolling Agreement for a monthly fee of $ 20 thousand.
In May 2024, the Company entered into the Second Amended and Restated Limited Liability Company Agreement (“A&R LLC Agreement”) to expand the scope of our joint venture to include the constructing, owning and operating of additional new power generation and storage assets, for the sale of energy and ancillary services to ERCOT ("Merchant Deal").
In May 2024, the Company entered into a 10-year natural gas supply agreement ("Supply Agreement") with RPC Merchant LLC, a wholly owned subsidiary of RPC Power ("RPC Merchant"), to supply natural gas to fuel the natural gas generators under the Merchant Deal. The Company's commitment under the Supply Agreement is contingent upon project start-up which is expected to commence in 2026.
The Company incurred LOE from RPC Power of approximately $ 7.7 million, $ 4.3 million and $ 0.2 million for the years ended December 31, 2025, 2024 and 2023, respectively. As of December 31, 2025, and 2024, the Company had approximately $ 0.7 million and $ 1.2 million accrued for RPC Power, which was included in accrued liabilities in our consolidated balance sheets.
See additional information related to RPC Power in Note 8 - Equity Method Investment and Note 15 - Commitments and Contingencies for additional information on future commitments.
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RILEY EXPLORATION PERMIAN, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - (Continued)
Contract Services
Prior to January 31, 2024, the Company provided certain administrative and operational services to Combo pursuant to a management services agreement (the "Combo MSA") for a monthly fee of $ 100 thousand and reimbursement of all third party expenses.
The Company also provided certain administrative services pursuant to a services agreement (the "REG MSA") with Riley Exploration Group, LLC (“REG”) for a monthly fee and reimbursement of all third party expenses until the REG MSA was terminated effective May 31, 2024.
The following table presents revenues from and related cost for contract services for related parties:
Year Ended December 31,
2025 2024 2023
(In thousands)
Combo $ — $ 100 $ 1,200
REG — 280 1,200
Contract services - related parties $ — $ 380 $ 2,400
Cost of contract services $ — $ 363 $ 579
The Company had no revenues from or related costs for contract services for related parties during the year ended December 31, 2025. The Company had no amounts payable or receivable with Combo or REG as of December 31, 2025, and 2024.
Consulting and Legal Fees
The Company has an engagement agreement with di Santo Law PLLC ("di Santo Law"), a law firm owned by Beth di Santo, a member of our Board of Directors, pursuant to which di Santo Law's attorneys provide legal services to the Company.
The Company incurred legal fees from di Santo Law of approximately $ 2.2 million, $ 1.4 million and $ 1.2 million for the years ended December 31, 2025, 2024 and 2023, respectively. As of December 31, 2025, and 2024, the Company had approximately $ 1.7 million and $ 0.3 million in amounts accrued for di Santo Law, which were included in other current liabilities in our consolidated balance sheets.
Other Related Party Transactions
See Note 4 - Acquisitions and Divestitures for a full discussion of the Viking Sale.
In certain instances, business requires our employees to charter privately owned aircraft in furtherance of our business, including accessing remote areas of our field operation. The Company arranges travel through a charter company, which also manages an aircraft in which our Chief Executive Officer holds a time-sharing agreement for a private aircraft. The Company from time to time will use the aircraft in which our Chief Executive Officer has the time-sharing agreement in place as the fees for this aircraft are less than others offered by the charter company. We pay fees incurred for flights directly to the charter company that manages the planes. During each of the years ended December 31, 2025, and 2024, we paid the charter company $ 0.2 million and $ 0.1 million, respectively for flights chartered by our employees. The Company did no t pay for the use of a chartered plane during the year ended December 31, 2023.
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RILEY EXPLORATION PERMIAN, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - (Continued)
(10) Long-Term Debt
The following table summarizes the Company's outstanding debt:
December 31,
2025 2024
(In thousands)
Credit Facility $ 110,000 $ 115,000
Senior Notes
Principal $ 145,000 $ 165,000
Less: Unamortized discount (1)
5,095 7,547
Less: Unamortized deferred financing costs (1)
2,050 2,959
Total Senior Notes $ 137,855 $ 154,494
Total debt
$ 247,855 $ 269,494
Less: Current portion of long-term debt (2)
20,000 20,000
Total long-term debt $ 227,855 $ 249,494
_____________________
(1) Unamortized discount and unamortized deferred financing costs are attributable to and amortized over the term of the Senior Notes.
(2) As of December 31, 2025, and 2024, the current portion of long-term debt reflects $ 20 million due on the Senior Notes over the next twelve months .
Debt maturities as of December 31, 2025, excluding unamortized deferred financing costs, are as follows:
Year Ending December 31,
(In thousands)
2026 $ 20,000
2027 (1)
130,000
2028 105,000
2029 —
2030 —
Thereafter
—
Total
$ 255,000
_____________________
(1) The credit facility amount outstanding of $ 110 million as of December 31, 2025, has a stated maturity date of December 2028 which is subject to an earlier maturity date of October 2027 if any Senior Notes are still outstanding as of October 2027. For purposes of this table, the Company used the earlier date of October 2027; however, if the Senior Notes are no longer outstanding before this date, the stated maturity would become December 2028.
Credit Facility
On September 28, 2017, REP LLC entered into a credit agreement (the "Credit Agreement") to establish a senior secured Credit Facility with a syndicate of banks including Truist Bank, as administrative agent. The Credit Facility had an initial borrowing base of $ 25 million with a maximum facility amount of $ 500 million. On February 22, 2023, the Company amended our Credit Facility to, among other things, allow for the issuance of unsecured senior notes of up to $ 200 million. On April 3, 2023, and concurrent with the closing of the 2023 New Mexico Acquisition, the Company entered into the fourteenth amendment to the Credit Facility to, among other things, increase the maximum facility amount to $ 1.0 billion and the borrowing base from $ 225 million to $ 325 million, resulting in the addition of new lenders to the lending group. On November 14, 2023, through the semi-annual redetermination process and fifteenth amendment, the Credit Facility was amended to increase the borrowing base from $ 325 million to $ 375 million, resulting in the addition of two new lenders and the exit of one lender. On December 13, 2024, the Company entered into the sixteenth amendment to the Credit Facility to, among other things, extend the stated maturity date from April 2026 to December 2028 (or if any Senior Notes are then outstanding, the date that is 181 days prior to the earliest stated maturity date of such Senior Notes, in this case October 2027) and increase the borrowing base from $ 375 million to $ 400 million, which was reaffirmed in December 2025 with the removal of the natural gas hedging requirement. Substantially all of the Company’s assets are pledged to secure the Credit Facility.
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RILEY EXPLORATION PERMIAN, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - (Continued)
The borrowing base is subject to periodic redeterminations, mandatory reductions and further adjustments from time to time. During these redetermination periods, the Company’s borrowing base may be increased or may be reduced in certain circumstances. The Credit Facility allows for SOFR Loans and Base Rate Loans (each as defined in the Credit Agreement). The interest rate on each SOFR Loan will be the adjusted Term SOFR for the applicable interest period plus a margin between 2.75 % and 3.75 % (depending on the borrowing base utilization percentage). The annual interest rate on each Base Rate Loan will be the Base Rate for the applicable interest period plus a margin between 1.75 % and 2.75 % (depending on the borrowing base utilization percentage). The Company is also subject to an unused commitment fee of between 0.375 % and 0.500 % (depending on the borrowing base utilization percentage).
The Credit Agreement contains certain covenants, which, among other things, require the maintenance of (i) a total leverage ratio of not more than 3.0 to 1.0 and (ii) a minimum current ratio of not less than 1.0 to 1.0 as of the last day of any quarter. The Credit Agreement also contains a total leverage ratio for Restricted Payments, as defined in the Credit Agreement, after giving pro forma effect to such Restricted Payments, which includes payments to any holder of the Company's shares, would not exceed 2.50 to 1.0. If the Company's leverage ratio, after giving pro forma effect to such Restricted Payments (as defined in the Credit Agreement), is above 2.0 to 1.0, then an additional test of free cash flow is applied, and the Company will only be permitted to make such Restricted Payments if such payment does not exceed the Company's free cash flow. In addition to and after giving effect to such Restricted Payments, the availability of funds under the Company's Credit Facility must be greater than or equal to 20% of the elected commitments. The Company is also required to limit our cash balance to less than $ 32.5 million or 10 % of the borrowing base, whichever is greater. If the Company's cash balance exceeds this limit on the last business day of the month, the Company will be required to apply the excess to reduce our Credit Facility borrowings. The Credit Agreement also contains other customary affirmative and negative covenants and events of default. The Company must maintain a minimum hedging requirement included in the Credit Agreement for oil based on our proved developed producing projected volumes on a rolling 24-month basis. The following table summarizes the Credit Facility balances:
December 31,
2025 2024
(In thousands)
Outstanding borrowings $ 110,000 $ 115,000
Available under the borrowing base $ 290,000 $ 285,000
Senior Notes
On April 3, 2023, and concurrent with the closing of the 2023 New Mexico Acquisition, the Company (as “Issuer”) completed our issuance of $ 200 million aggregate principal amount of 10.50 % senior unsecured notes with final maturity April 2028 pursuant to a note purchase agreement (the “Note Purchase Agreement”), with the Senior Notes issued at a 6 % discount. The net proceeds from the Senior Notes were used to fund a portion of the purchase price and related fees, costs and expenses for the 2023 New Mexico Acquisition.
Interest is due and payable at the end of each quarter. In addition to interest, the Issuer will repay 2.50 % of the original principal amount each quarter resulting in $ 5 million quarterly principal payments until the maturity of the Senior Notes. As of December 31, 2025, the Company had $ 20 million in current liabilities in our consolidated balance sheets related to the quarterly principal payments due within the next 12 months.
The Company may, at our option, redeem, at any time and from time to time on or prior to April 3, 2026, some or all of the Senior Notes at 100 % of the principal amount thereof plus the make-whole amount plus a premium of 5.25 % as set forth in the Note Purchase Agreement plus accrued and unpaid interest, if any. After April 3, 2026, but on or prior to October 3, 2026, the Company may, at our option, redeem, at any time and from time to time some or all of the Senior Notes at 100 % of the principal amount thereof plus a premium of 5.25 % as set forth in the Note Purchase Agreement plus accrued and unpaid interest, if any. After October 3, 2026, the Company may redeem some or all of the Senior Notes at 100 % of the principal amount thereof plus accrued and unpaid interest, if any. The principal remaining outstanding at the time of maturity is required to be paid in full by the Company. Certain note features, including those discussed above, were evaluated and deemed to be remote. Due to the remote nature, the fair value of these features was estimated to be approximately zero.
The Senior Notes contain certain covenants, which, among other things, require the maintenance of (i) a total leverage ratio of less than 3.0 to 1.0 and (ii) an asset coverage ratio greater than 1.50 to 1.0. The Senior Notes also contain a total leverage ratio and an asset coverage ratio for Restricted Payments, as defined in the Senior Notes. The leverage ratio, after giving pro
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RILEY EXPLORATION PERMIAN, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - (Continued)
forma effect to such Restricted Payments, cannot exceed 2.0 to 1.0, and the asset coverage ratio, after giving effect to such Restricted Payments, must be greater than or equal to 1.50 to 1.0. In addition to and after giving effect to such Restricted Payments, the outstanding balance on the Company's Credit Facility must be greater than or equal to 15 % of the lesser of the then effective Borrowing Base and the Aggregate Elected Commitment Amount. Upon issuance of the Senior Notes, the Company must maintain a minimum hedging requirement included within the Senior Notes for oil and natural gas based on our proved developed producing projected volumes for each commodity on a rolling 18-month basis.
The Senior Notes are general unsecured obligations ranking equally in right of payment with all other senior unsecured indebtedness of the Company and are senior in right of payment to all existing and future subordinated indebtedness of the Company. The Note Purchase Agreement contains customary terms and covenants, including limitations on the Company’s ability to incur additional secured and unsecured indebtedness.
The following table summarizes the Company's interest expense:
Year Ended December 31,
2025 2024 2023
(In thousands)
Interest expense
$ 28,309 $ 31,411 $ 30,464
Interest income
( 676 ) ( 866 ) ( 233 )
Capitalized interest ( 2,013 ) ( 2,350 ) ( 3,187 )
Amortization of deferred financing costs
2,316 2,730 2,278
Amortization of discount on Senior Notes
2,452 2,569 1,883
Unused commitment fees on Credit Facility
976 844 611
Total interest expense, net $ 31,364 $ 34,338 $ 31,816
During the year ended December 31, 2025, and 2024, the weighted average interest rate on the Credit Facility was 7.39 % and 7.79 %, respectively.
As of December 31, 2025, and 2024, the Senior Notes had $ 5.1 million and $ 7.5 million of unamortized discount and $ 2.1 million and $ 3.0 million of unamortized deferred financing costs, respectively, resulting in an effective interest rate of 13.4 % during the years ended December 31, 2025, and 2024.
As of December 31, 2025, and 2024, the Company was in compliance with all covenants contained in the Credit Agreement and the Note Purchase Agreement.
(11) Shareholders' Equity
Dividends
Cash dividends for the periods presented were declared for all issued and outstanding common shares, including vested and unvested shares under the long-term incentive plan in effect during the period of dividend declaration. The portion of the cash attributable to the unvested restricted shares issued under the Amended and Restated 2021 Long-Term Incentive Plan (the "A&R LTIP") is included in accrued liabilities and other non-current liabilities in our consolidated balance sheets and will be paid in cash once the unvested restricted shares fully vest. See Note 10 - Long-Term Debt for discussion over the Company's restrictions on certain payments, including dividends.
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RILEY EXPLORATION PERMIAN, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - (Continued)
The table below summarizes the following cash distributions declared to common shareholders during the periods presented below:
Quarter Ended Per Share Distribution
Total Distribution
(In thousands)
2025
December 31, 2025 $ 0.40 $ 8,763
September 30, 2025 $ 0.38 $ 8,365
June 30, 2025 $ 0.38 $ 8,352
March 31, 2025 $ 0.38 $ 8,162
2024
December 31, 2024 $ 0.38 $ 7,795
September 30, 2024 $ 0.36 $ 8,104
June 30, 2024 $ 0.36 $ 7,770
March 31, 2024 $ 0.36 $ 7,329
2023
December 31, 2023 $ 0.36 $ 7,477
September 30, 2023 $ 0.34 $ 6,737
June 30, 2023 $ 0.34 $ 6,846
March 31, 2023 $ 0.34 $ 6,851
Stock-Based Compensation
On April 21, 2023, at the Company's annual meeting of stockholders, the Company's stockholders approved the A&R LTIP that increased the total number of shares of common stock, par value $ 0.001 per share, by 950,000 shares that may be utilized for awards pursuant to the Plan from 1,387,022 to 2,337,022 . The A&R LTIP had 346,645 shares available as of December 31, 2025.
The A&R LTIP provides for potential grants of: (i) incentive stock options qualified as such under U.S. federal income tax laws ("ISOs"); (ii) stock options that do not qualify as ISOs (iii) stock appreciation rights, or SARs; (iv) restricted stock awards, or RSAs; (v) restricted stock units, or RSUs, (vi) stock awards; (vii) performance awards; (viii) dividend equivalents; (ix) other stock-based awards; (x) cash awards; and (xi) substitute awards, all of which are collectively referred to as the "Awards".
The A&R LTIP authorizes the Compensation Committee to administer the plan and designate eligible persons as participants, determine the type or types of Awards to be granted to an eligible person, determine the number of shares of stock or amount of cash to be covered by the Awards, approve the forms of award agreements for use under the plan, determine the terms and conditions of any Award, modify, waive or adjust any terms or conditions of an Award that has been granted, among other responsibilities delegated by the Company's Board.
In March 2025, the Company introduced performance-based restricted stock awards in addition to time-based restricted stock awards to further align the compensation of the Company's executive officers with the long-term growth and the interests of its shareholders. Performance-based restricted stock awards represent 30 % of total executive award value and may be earned based on the Company’s achievement of total shareholder return ("TSR") relative to its peer group during the applicable three-year performance period. Payouts for the executive officers can range from 0 % to 200 % of the target and have cliff-vesting after three years , with dividends paid on the number of shares vested. As a result, the Company has reduced the remaining shares available to be granted as awards under the A&R LTIP by 168,406 shares (the full 200 %), which assumes the highest percentage payout for the performance-based restricted stock awards. The fair value of performance awards were estimated as of the date of grant using a Monte Carlo simulation with the following assumptions:
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NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - (Continued)
Year Ended December 31, 2025
Grant-date fair value
$ 45.07
Risk-free interest rate
4.02 %
Volatility factor
55.88 %
Restricted Shares
The Company granted 413,554 , 183,605 and 346,869 restricted shares to executives, employees and independent directors of the Company during the years ended December 31, 2025, 2024 and 2023, respectively. The Company estimates the fair values of the restricted shares as of the closing price of the Company's common stock on the grant date of the award, with the expense recognized as stock-based compensation on a straight-line basis over the vesting period.
The Company granted 124,418 in performance shares to executives during the year ended December 31, 2025. The grant-date fair value of the awards was determined to be 148 % of the expected payout and is recognized as stock-based compensation expense on a straight-line basis over the requisite service period.
The holders of these restricted shares receive dividends, in arrears, once the shares vest. The Company has accrued for these dividends which are recorded in accrued liabilities and other non-current liabilities. All current restricted shares granted have a service period between 3 and 36 months.
The following table presents the Company's restricted stock activity during the year ended December 31, 2025, under the A&R LTIP:
Restricted Stock Awards
Performance Stock Awards
Shares
Weighted Average Grant Date Fair Value
Shares (3)
Weighted Average Grant Date Fair Value
Unvested at December 31, 2024
387,915 $ 26.57 — $ —
Granted (1)
413,554 $ 29.99 149,039 $ 45.07
Vested (2)
( 224,665 ) $ 24.96 — $ —
Forfeited ( 7,654 ) $ 27.73 — $ —
Unvested at December 31, 2025
569,150 $ 29.67 149,039 $ 45.07
_____________________
(1) For the years ended December 31, 2024, and 2023, the weighted average grant date fair value of restricted stock award shares granted during the year was $ 28.75 and $ 28.68 , respectively.
(2) For the years ended December 31, 2025, 2024 and 2023, the total fair value of restricted stock award shares vested during the year was $ 5.6 million, $ 7.1 million and $ 6.4 million , respectively.
(3) Performance shares granted during year ended December 31, 2025, are remeasured at the end of each reporting period based on the Company's TSR ranking as of the applicable period-end date.
The following table presents unrecognized stock-based compensation expense expected to be recognized and the related weighted average recognition period associated with unvested shares as of December 31, 2025:
Restricted Stock Awards
Performance Stock Awards
Unrecognized compensation expense (in millions)
$ 11.8 $ 2.8
Weighted average period for recognition (months)
22 27
For the years ended December 31, 2025, 2024 and 2023, the total stock-based compensation expense was $ 9.1 million, $ 8.1 million and $ 7.0 million, respectively. For the years ended December 31, 2024, and 2023, stock-based compensation expense also included expense associated with equity awards attributable to separation agreements with former Company executives. Stock-based compensation expense is included in general and administrative costs in the Company's consolidated statements of operations for the restricted stock awards granted under the A&R LTIP. If shares are subject to forfeiture, the Company will recognize forfeitures as they occur as a reduction to stock-based compensation expense in our consolidated statements of operations and a decrease to shareholders' equity in our consolidated balance sheets. Any unpaid dividends on forfeited shares will be recognized as a decrease to accrued liabilities and other non-current liabilities and an increase to shareholders' equity in our consolidated balance sheets.
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NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - (Continued)
Share Repurchases
In December 2025, our Board of Directors approved a stock repurchase program (the “Repurchase Program”) authorizing the repurchase of up to $ 100 million of our common stock from time to time over a period of 24 months, including through open market purchases, through block trades, in privately negotiated transactions, or by other means, including through the use of trading plans, each in accordance with applicable securities laws and other restrictions. The Repurchase Program does not obligate us to purchase any common stock and may be suspended from time to time, modified, extended or discontinued by the Board at any time. During the fourth quarter of 2025, no shares were purchased under the Repurchase Program. The remaining repurchase authority under the Repurchase Program at December 31, 2025 was $ 100 million.
Share Retirements
On November 21, 2025, the Company retired 250,000 shares of our common stock received as consideration in connection with the Viking Sale. As a result, the Company booked $ 10.2 million as a reduction to additional paid-in capital. See Note 4 - Acquisitions and Divestitures for a full discussion of the Viking Sale.
At-The-Market Equity Sales Program ("ATM")
On September 1, 2023, the Company entered into an Equity Distribution Agreement in connection with an ATM pursuant to which the Company may offer and sell from time to time up to an aggregate $ 50 million of our common stock through our agents. During the year ended December 31, 2025, the Company did not execute any sales under the ATM program. As of December 31, 2025, the Company had remaining capacity to sell up to an additional $ 49.7 million of common stock under the ATM program.
2024 Equity Offering
On April 8, 2024, the Company issued and sold 1,015,000 shares of common stock at a price of $ 27.00 per share. Net proceeds from the 2024 Equity Offering were approximately $ 25.4 million, after deducting underwriting discounts and commissions and expenses. The proceeds were used for financing an acquisition, repayment of outstanding debt and general corporate purposes.
(12) Income Taxes
The components of the Company's consolidated provision for income taxes are as follows:
Year Ended December 31,
2025 2024 2023
(In thousands)
Current income tax expense:
Federal $ 33,039 $ 22,814 $ 5,852
State 3,732 2,058 1,020
Total current income tax expense $ 36,771 $ 24,872 $ 6,872
Deferred income tax expense:
Federal $ 8,403 $ 1,666 $ 24,305
State 2,949 1,536 3,284
Total deferred income tax expense
$ 11,352 $ 3,202 $ 27,589
Total income tax expense (1)
$ 48,123 $ 28,074 $ 34,461
_____________________
(1) For the year ended December 31, 2025 , a book tax benefit of $ 1.0 million related to the Viking Sale was recognized in additional paid-in capital. See Note 4 - Acquisitions and Divestitures for additional information on the Viking Sale.
Deferred tax assets and liabilities are the result of temporary differences between the financial statement carrying values and the tax basis of our assets and liabilities. The Company's net deferred tax position is as follows:
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RILEY EXPLORATION PERMIAN, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - (Continued)
Year Ended December 31,
2025 2024
(In thousands)
Intangibles $ 129 $ 146
Stock-based compensation
1,709 1,129
Interest expense limitation — 19
Accruals and other 421 1,893
Net operating loss 2,578 2,639
Total deferred tax assets $ 4,837 $ 5,826
Oil and natural gas assets 84,981 80,972
Other fixed assets 466 628
Unrealized gain on derivatives 5,509 773
Total deferred tax liabilities $ 90,956 $ 82,373
Net deferred tax liabilities $ 86,119 $ 76,547
A reconciliation of the statutory federal income tax rate to the Company's effective income tax rate is as follows:
Year Ended December 31,
2025 2024 2023
Amount
Percent
Amount
Percent
Amount
Percent
U.S federal statutory tax rate
$ 43,882 21.0 % $ 24,564 21.0 % $ 30,671 21.0 %
State income taxes, net of federal income tax effect (1)
5,278 2.5 % 2,839 2.4 % 3,400 2.4 %
Tax Credits
Marginal well credit
( 1,700 ) ( 0.8 ) % — — % — — %
Nondeductible items:
Nondeductible compensation 887 0.4 % 828 0.7 % 1,064 0.7 %
Stock-based compensation
( 237 ) ( 0.1 ) % ( 191 ) ( 0.1 ) % ( 739 ) ( 0.5 ) %
Other 13 — % 34 — % 65 — %
Effective tax rate
$ 48,123 23.0 % $ 28,074 24.0 % $ 34,461 23.6 %
_____________________
(1) State taxes in New Mexico and Texas make up the tax effect in this category.
Cash paid for income taxes, net of refunds, was as follows:
Year Ended December 31,
2025 2024 2023
(In thousands)
Total federal
$ 17,220 $ 17,245 $ 8,851
State and local:
New Mexico
$ 2,550 $ 159 $ 459
Texas
795 680 615
Other
— — 24
Total state and local
$ 3,345 $ 839 $ 1,098
Total income taxes paid, net of refunds
$ 20,565 $ 18,084 $ 9,949
The Company's federal income tax returns for the years subsequent to December 31, 2021, remain subject to examination. The Company's income tax returns in major state income tax jurisdictions remain subject to examination for various periods subsequent to December 31, 2020. The Company currently believes that all other significant filing positions are highly certain
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NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - (Continued)
and that all of our other significant income tax positions and deductions would be sustained under audit or the final resolution would not have a material effect on our consolidated financial statements. Therefore, the Company has not established any significant reserves for uncertain tax positions.
Section 382 of the Internal Revenue Code limits the utilization of U.S. net operating loss ("NOL") carryforwards following a change in control. The Merger caused a stock ownership change for purposes of Section 382 which is subject to an approximate annual limit. The Company has federal NOLs subject to the annual Section 382 limit of $ 12.3 million of which $ 3.5 million will expire beginning in 2026 through 2037 with the remaining $ 8.8 million of the NOLs not expiring. Additionally, the Company has no federal NOLs generated after the Merger that are not limited by Section 382 and are not subject to expiration. We believe it is more likely than not the tax benefit of these NOLs will be fully realized, as such no valuation allowance has been recorded. The deferred tax assets for the net operating losses, along with the other deferred tax assets as shown in the table above, are presented net with deferred tax liabilities, which primarily consist of book and tax depreciation, depletion and amortization differences.
On July 4, 2025, new tax legislation known as the One Big Beautiful Bill Act ("OBBBA") was signed into law. The legislation, among other things, makes permanent, extends or modifies certain provisions under the 2017 Tax Cuts and Jobs Act, including permanent extension of 100% bonus depreciation for certain capital expenditures and the limitation on interest expense deductions. The enactment of the OBBBA resulted in a $ 3.7 million reduction in our current income tax expense, with an offsetting increase in deferred income tax expense for the year ended December 31, 2025.
(13) Net Income Per Share
The Company calculated net income per share using the treasury stock method. The table below sets forth the computation of basic and diluted net income per share for the periods presented below:
Year Ended December 31,
2025 2024 2023
(In thousands, except per share amounts)
Net income
$ 160,840 $ 88,897 $ 111,591
Basic weighted-average common shares outstanding
21,134 20,712 19,705
Restricted shares
60 163 295
Diluted weighted-average common shares outstanding
21,194 20,875 20,000
Basic net income per common share
$ 7.61 $ 4.29 $ 5.66
Diluted net income per common share
$ 7.59 $ 4.26 $ 5.58
The following shares were excluded from the calculation of diluted net income per share due to their anti-dilutive effect for the periods presented:
Year Ended December 31,
2025 2024 2023
(In thousands)
Restricted shares
659 227 295
(14) Segments
The Company’s oil and gas exploration and production activities are solely focused in the U.S. For financial reporting purposes, the Company aggregates our operating segments into one reporting segment due to the similar nature of these operations.
The Chief Operating Decision Maker ("CODM") function is a critical aspect of segment reporting, as defined by the FASB under the Accounting Standards Codification (ASC) 280. The CODM is responsible for making key operating decisions and
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NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - (Continued)
assessing the performance of the Company. The CODM function at the Company is collectively performed by a committee consisting of the Chief Executive Officer ("CEO"), Chief Financial Officer ("CFO"), Chief Operating Officer ("COO"), and Chief Accounting Officer ("CAO").
The CEO is the highest-ranking executive in the Company and is primarily responsible for the overall strategic direction and operational performance. The CEO's role in the CODM function includes setting long-term goals, making high-level decisions about policy and strategy, and ensuring that the Company's activities align with the overall corporate objectives.
The CFO oversees all of the financial activities of the Company, including financial planning, risk management, record-keeping, and financial reporting. In the CODM function, the CFO plays a crucial role in analyzing financial data, assessing financial performance, and making recommendations for resource allocation and investment decisions.
The COO is responsible for the day-to-day operations of the Company. This includes managing the operational aspects of the business, ensuring efficiency, and implementing the strategies set by the CEO. The COO's involvement in the CODM function includes monitoring performance, optimizing operational processes, and addressing any operational challenges that may arise.
The CAO oversees the accounting functions of the Company, ensuring compliance with accounting standards and regulations. In the CODM function, the CAO is responsible for providing accurate and timely financial information for the business, ensuring that the financial data is reliable and consistent and providing insight into the potential accounting complications of transactions. The CAO also plays a key role in internal controls and financial reporting.
Together, the CEO, CFO, COO, and CAO form a collaborative team that functions as the CODM. They meet regularly to review performance, discuss strategic and operational issues, and make informed decisions that drive the Company's success. This collective approach ensures that all aspects of the business are considered, from strategic direction and financial health to operational efficiency and regulatory compliance.
The CODM uses consolidated net income as a key metric to guide decisions regarding capital allocation. By assessing consolidated net income, the CODM gains insight into the overall financial health of the organization, allowing for more informed decisions on where to direct capital expenditures. Additionally, consolidated net income is used to monitor financial performance by comparing budgeted projections to actual results, helping the CODM identify variances, adjust strategies and ensure that resources are being effectively deployed across various operational areas.
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RILEY EXPLORATION PERMIAN, INC.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - (Continued)
The following table presents consolidated net income, the significant measure of profit and loss used by the CODM, as well as total assets, capital expenditures, and our equity method investment for the Company's single reportable segment:
Year Ended December 31,
2025 2024 2023
(In thousands)
Total Revenues
$ 391,980 $ 410,181 $ 375,047
Less:
Lease operating expenses
87,506 71,463 58,817
Production and ad valorem taxes
29,052 29,428 25,559
Exploration costs
361 2,595 4,165
Depletion, depreciation, amortization and accretion
93,183 74,900 65,055
Impairment of oil and natural gas properties
1,214 11,317 9,760
Other impairments
1,607 30,158 —
Administrative Costs
31,472 26,551 26,569
Stock-based compensation expense
9,130 8,138 6,833
Other segment items (1)
5,176 1,936 6,396
Interest expense, net of capitalized interest (2)
32,040 35,204 32,049
Interest income
( 676 ) ( 866 ) ( 233 )
(Gain) loss on derivatives, net ( 36,259 ) 1,665 ( 6,193 )
Loss from equity method investment 886 721 218
Gain on midstream sale
( 71,675 ) — —
Income tax expense
48,123 28,074 34,461
Segment net income (3)
$ 160,840 $ 88,897 $ 111,591
Total assets $ 1,169,578 $ 993,501 $ 945,711
Capital expenditures (4)
$ 120,162 $ 108,320 $ 135,804
Equity method investment $ 36,188 $ 22,811 $ 5,620
_____________________
(1) Other segment items include transaction costs and cost of contract services - related parties.
(2) Interest expense is shown gross of, or prior to the effect of interest income.
(3) There are no reconciling items between net income presented in our consolidated statements of operations and segment net income.
(4) Capital expenditures are accrual (activity-based) before acquisitions.
(15) Commitments and Contingencies
Legal Matters
Due to the nature of the Company's business, the Company may at times be subject to claims and legal actions. The Company accrues liabilities when it is probable that future costs will be incurred, and such costs can be reasonably estimated. Such accruals are based on developments to date and the Company’s estimates of the outcomes of these matters. The Company did not recognize any material liability for legal matters as of December 31, 2025, and December 31, 2024. Management believes it is remote that the impact of such matters will have a materially adverse effect on the Company’s financial position, results of operations, or cash flows.
Environmental Matters
The Company is subject to various federal, state and local laws and regulations relating to the protection of the environment. These laws, which are often changing, regulate the discharge of materials into the environment and may require the Company to remove or mitigate the environmental effects of the disposal or release of petroleum or chemical substances at various sites. The Company had no material environmental liabilities as of December 31, 2025, or December 31, 2024.
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NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - (Continued)
Contractual Commitments
The Company is a party to a gas gathering, treating and processing agreement with Stakeholder in Texas. Under the terms of the agreement, the Company agreed to deliver an annual minimum volume during the contract term. As of December 31, 2025, approximately five years remain under the contract.
Under the A&R Tolling Agreement with RPC Power, the Company has committed to provide specified quantities of our natural gas for 10 years following the in-service date of September 2024, for a fee based on a per MMBtu basis adjusted for contractual usage factors. The Company also entered into the Asset Optimization Agreement that requires RPC Power to provide operational expertise on the implementation and management of the power generating assets subject to the A&R Tolling Agreement for a monthly fee of $ 20 thousand.
Under the Supply Agreement with RPC Merchant, the Company agreed to supply natural gas to fuel the natural gas generators under the Merchant Deal for 10 years. The Company's commitment under the Supply Agreement is contingent upon project start-up which is expected to commence in 2026.
Under the A&R LLC Agreement with RPC Power, the Company agreed to make additional capital contributions to fund its portion of the capital budget for RPC Power. The Company's remaining commitment, if required, is $ 12 million.
See Note 8 - Equity Method Investment and Note 9 - Transactions with Related Parties for additional information related to RPC Power.
Midstream Gas Purchase Agreement
On December 31, 2024, the Company signed a long-term gas purchase agreement for the Company's New Mexico field with Targa, which was amended and restated as the A&R Gas Purchase Agreement in connection with the Midstream Sale. The agreement has a minimum volume commitment in New Mexico for an initial 15 -year term from the in-service date, which is expected to commence before the end of 2026.
(16) Subsequent Events
Dividend Declaration
On January 9, 2026, the Board of Directors of the Company declared a cash dividend of $ 0.40 per share of common stock paid on February 5, 2026, to our shareholders of record at the close of business on January 22, 2026.
Stock Repurchase Program
The Company began repurchasing outstanding shares of the Company's common stock during the first quarter of 2026 as part of the previously announced stock repurchase program. As of February 28, 2026, the Company has repurchased 152,408 shares for a weighted average price of $ 26.54 , for a total consideration of $ 4.0 million.
Waterbridge
On January 6, 2026, the Company entered into a 15-year water management services agreement ("Waterbridge Agreement") with Waterbridge Stateline LLC ("Waterbridge") to deliver a portion of its New Mexico produced water for disposal purposes within a specified dedicated area. During the first 7 years of the agreement, the Company has both annual and a cumulative volume commitment to deliver minimum quantities of produced water. The in-service date is expected to be September 2026.
Sale of Non-Operating Interests
On February 10, 2026, the Company sold its interest in a non-operating unit that included 3 producing wells and 5 proposed non-operated wells for approximately $ 2 million plus reimbursement of $ 5.7 million in prepaid drilling costs. At December 31, 2025, the $ 5.7 million prepayment was included in prepaid expenses in our Consolidated Balance Sheet.
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SUPPLEMENTAL OIL AND GAS INFORMATION
(Unaudited)
(17) Supplemental Oil and Gas Information (Unaudited)
Capitalized Costs
Capitalized costs include the cost of properties, equipment and facilities for oil and natural gas producing activities. Capitalized costs for proved properties include costs for oil and natural gas leaseholds where proved reserves have been identified, development wells and related equipment and facilities.
Capitalized costs for unproved properties include costs for acquiring or extending oil and natural gas leaseholds where no proved reserves have been identified. Work in progress include costs of exploratory and development wells that are in the process of drilling or in active completion, and costs of exploratory and development wells suspended or waiting on completion. For a summary of these costs, please refer to Note 5 – Oil and Natural Gas Properties .
Costs Incurred for Property Acquisition, Exploration and Development
Amounts reported as costs incurred include both capitalized costs and costs charged to expense when incurred for oil and natural gas property acquisition, exploration and development activities. Costs incurred also include ARO established in the current year as well as increases or decreases to ARO resulting from changes to cost estimates during the year. Exploration costs presented below include the costs of drilling and equipping successful and unsuccessful exploration wells during the year, geological and geophysical expenses and the costs of retaining undeveloped leaseholds. Development costs include the costs of drilling and equipping development wells and construction of related production facilities.
The following summarizes the costs incurred for oil and natural gas property acquisition, exploration and development activities for the periods presented below:
Year Ended December 31,
2025 2024 2023
(In thousands)
Acquisition of properties
Proved $ 51,369 $ 4,592 $ 228,147
Unproved 74,028 16,641 102,742
Exploration costs — — —
Development costs 60,116 106,773 152,309
Total costs incurred $ 185,513 $ 128,006 $ 483,198
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SUPPLEMENTAL OIL AND GAS INFORMATION - (continued)
(Unaudited)
Results of Operations
The following table includes revenues and expenses associated with the Company's oil and natural gas producing activities. They do not include any allocation of the Company's interest costs or general corporate overhead. Therefore, the following schedule is not necessarily indicative of the contribution of net earnings of the Company's oil and natural gas operations.
Year Ended December 31,
2025 2024 2023
(In thousands)
Oil and natural gas sales, net
$ 391,980 $ 409,801 $ 372,647
Lease operating expenses 87,506 71,463 58,817
Production and ad valorem taxes 29,052 29,428 25,559
Exploration costs 361 2,595 4,165
Depletion and accretion
91,617 74,025 64,471
Impairment of oil and natural gas properties 1,214 11,317 9,760
Other impairments 1,607 30,158 —
Results of operations $ 180,623 $ 190,815 $ 209,875
Income tax expense (1)
( 40,622 ) ( 43,105 ) ( 44,493 )
Results of operations, net of income tax expense $ 140,001 $ 147,710 $ 165,382
_____________________
(1) The statutory combined federal and state tax rate of 22.49 %, 22.59 % and 21.20 % is used for the years ended December 31, 2025, 2024 and 2023, respectively.
Oil, Natural Gas and NGL Quantities
Our reserve reports for the years ended December 31, 2025, 2024 and 2023 were prepared by Ryder Scott Company, L.P. All reserves are located within the continental United States. Proved oil, natural gas and NGL reserves are the estimated quantities of oil, natural gas and NGLs that geological and engineering data demonstrate, with reasonable certainty, to be recoverable in future years from known reservoirs under economic and operating conditions existing at the time the estimate is made. Proved developed oil, natural gas and NGL reserves are proved reserves that can be expected to be recovered through existing wells and equipment in place and under operating methods being utilized at the time the estimates were made. A variety of methodologies are used to determine our proved reserve estimates. The principal methodologies employed are decline curve analysis and analogy. Some combination of these methods is used to determine reserve estimates in substantially all of our fields. The Company emphasizes that reserve estimates are inherently imprecise and that estimates of new discoveries and undeveloped locations are more imprecise than estimates of established proved producing oil and natural gas properties. Accordingly, these estimates are expected to change as future information becomes available.
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SUPPLEMENTAL OIL AND GAS INFORMATION - (continued)
(Unaudited)
The following table sets forth information for the periods below with respect to changes in the Company’s proved (i.e., proved developed and undeveloped) reserves:
Oil Natural Gas NGLs Total
(MBbl) (MMcf) (MBbl) (MBoe)
December 31, 2022 48,882 86,018 14,454 77,673
Acquisitions 12,810 39,261 6,711 26,064
Extensions and discoveries 14,822 22,945 4,224 22,870
Revisions ( 5,403 ) ( 18,411 ) ( 3,634 ) ( 12,106 )
Production ( 4,803 ) ( 5,865 ) ( 1,006 ) ( 6,786 )
December 31, 2023 66,308 123,948 20,749 107,715
Acquisitions
1,989 6,624 1,176 4,269
Extensions and discoveries 8,894 17,218 3,837 15,600
Revisions ( 5,137 ) 21,933 5,751 4,270
Production ( 5,519 ) ( 7,484 ) ( 1,486 ) ( 8,252 )
December 31, 2024 66,535 162,239 30,027 123,602
Acquisitions
5,054 18,428 3,070 11,195
Divestitures
( 900 ) ( 658 ) ( 180 ) ( 1,190 )
Extensions and discoveries 11,761 33,468 6,217 23,557
Revisions ( 1,775 ) 4,849 1,878 911
Production ( 6,328 ) ( 11,669 ) ( 2,387 ) ( 10,660 )
December 31, 2025 74,347 206,657 38,625 147,415
Proved Developed Reserves, Included Above
December 31, 2022 29,632 59,314 9,604 49,122
December 31, 2023 36,731 71,671 11,502 60,178
December 31, 2024 40,111 103,337 19,312 76,646
December 31, 2025 42,907 124,165 23,109 86,710
Proved Undeveloped Reserves, Included Above
December 31, 2022 19,250 26,704 4,850 28,551
December 31, 2023 29,577 52,277 9,247 47,537
December 31, 2024 26,424 58,902 10,715 46,956
December 31, 2025 31,440 82,492 15,516 60,705
The following table breaks out the composition of proved reserves by commodity, expressed as a percentage of total proved reserves; the average WTI and Henry Hub prices used in the reserve report; and the average realized prices used to estimate our reserves. The WTI and Henry Hub prices are based on the twelve month unweighted arithmetic average of the
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SUPPLEMENTAL OIL AND GAS INFORMATION - (continued)
(Unaudited)
first-day-of-the-month price for each month in the period, and then adjusted for quality, energy content, GP&T costs and market differentials to determine our average realized prices.
December 31,
2025 2024 2023
Proved Reserves:
Oil
50.4 % 53.8 % 61.5 %
Natural Gas
23.4 % 21.9 % 19.2 %
NGLs
26.2 % 24.3 % 19.3 %
Average WTI Price
$ 65.34 $ 76.32 $ 78.22
Average Henry Hub price
$ 3.39 $ 2.13 $ 2.64
Average Realized Prices: (1)
Oil ($ per Bbl) $ 64.01 $ 74.27 $ 76.02
Natural gas ($ per Mcf) $ 0.02 $ ( 0.43 ) $ 0.46
NGLs ($ per Bbl)
$ ( 0.15 ) $ ( 3.56 ) $ 7.11
_____________________
(1) The Company's oil, natural gas and NGL sales are presented net of GP&T costs. These costs, related to natural gas and NGLs, at times exceeded the price we received and resulted in negative average realized prices.
For the year ended December 31, 2025, the Company added 23.8 MMBoe of proved reserves, with such additions due to extensions and discoveries, acquisitions and positive revisions, partially offset by production and the Viking divestiture. The Company had acquisitions of 11.2 MMBoe primarily as a result of the Silverback Acquisition and extensions and discoveries of proved reserves of 23.6 MMBoe, which consisted of 0.6 MMBoe added to PDPs as a result of drilling successful wells that were previously classified as unproved locations and 23.0 MMBoe added to PUDs as a result of drilling activity during the year, which allowed for the booking of adjacent PUDs for locations that were previously booked as unproved reserves or not at all. The Viking divestiture resulted in a reduction of 1.2 MMBoe. The Company had upward revisions of previous estimates of 0.9 MMBoe, including 7.0 MMBoe of positive revisions which were partially offset by 6.1 MMBoe of negative revisions. Our positive revisions were primarily due to type-curve and production forecast changes for natural gas and NGLs of 5.1 MMBoe in addition to a decrease in operating expenses that caused positive revisions of 1.9 MMBoe. These positive revisions were partially offset by negative revisions which included development plan changes driven by shifting focus to more profitable areas of our assets, which resulted in the removal of PUD locations representing 2.9 MMBoe of PUD reserves from our 5-year forecast, 2.3 MMBoe due to lower commodity prices and 0.9 MMBoe due to interest changes. Consistent with Securities and Exchange Commission ("SEC") guidelines, PUDs are limited to those locations that are reasonably certain to be developed within five years.
For the year ended December 31, 2024, the Company added 15.9 MMBoe of proved reserves, with such additions due to extensions and discoveries, positive revisions and acquisitions, partially offset by production. The Company had acquisitions of 4.3 MMBoe primarily as a result of acquired reserves in an acreage swap and the 2024 New Mexico Asset Acquisition and extensions and discoveries of proved reserves of 15.6 MMBoe, which consisted of 7.7 MMBoe added to PDPs as a result of drilling successful wells that were previously classified as unproved locations and 7.9 MMoe added to PUDs as a result of drilling activity during the year, which allowed for the booking of adjacent PUDs for locations that were previously booked as unproved reserves or not at all. The Company had upward revisions of previous estimates of 4.3 MMBoe, including 15.3 MMBoe of positive revisions which were partially offset by 11.0 MMBoe of negative revisions. Our positive revisions were primarily due to increased forecasted natural gas sales volumes of 9.2 MMBoe based on improved gas processing capacity in addition to a decrease in operating expenses and midstream fees that caused positive revisions of 6.1 MMBoe. These positive revisions were partially offset by negative revisions which included development plan changes driven by shifting focus to more profitable areas of our assets, which resulted in the removal of PUD locations representing 4.2 MMBoe of PUD reserves from our 5-year forecast, 2.6 MMBoe due to type curve updates, 2.0 MMBoe due to interest changes, 1.5 MMBoe due to lower commodity prices and 0.7 MMBoe due to reserve category changes.
For the year ended December 31, 2023, the Company added 30.0 MMBoe of proved reserves, with such additions due to acquisitions and extensions and discoveries, partially offset by negative revisions and production. The Company had
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SUPPLEMENTAL OIL AND GAS INFORMATION - (continued)
(Unaudited)
acquisitions of 26.1 MMBoe primarily as a result of the 2023 New Mexico Acquisition and extensions and discoveries to proved reserves of 22.9 MMBoe, which consisted of 8.3 MMBoe added to PDP as a result of drilling successful wells that were previously classified as unproved locations, and 14.6 MMBoe added to PUDs as a result of drilling successful wells offsetting locations that were previously unproven locations. The Company had downward revisions of previous estimates of 12.1 MMBoe, including 19.3 MMBoe of negative revisions which were partially offset by 7.2 MMBoe of positive revisions. Our negative revisions included development plan changes, driven by the 2023 New Mexico acquisition, which resulted in the removal of PUD locations representing 6.7 MMBoe of PUD reserves from our 5-year forecast, 6.3 MMBoe from lower forecasted natural gas sales volumes due to estimated limitations on processing capacity, 2.9 MMBoe due to lower commodity prices, 2.4 MMBoe due to increased operating expenses, 0.7 MMBoe due to the removal of uneconomic locations and 0.3 MMBoe from other minor revisions. Positive revisions included 7.2 MMBoe due to changes in well forecasts based on improved well performance from producing wells.
Standardized Measure of Discounted Future Net Cash Flows Relating to Proved Oil, Natural Gas and NGL Reserves
The Company follows the guidelines prescribed in ASC Topic 932 Extractive Activities – Oil and Gas for computing a standardized measure of future net cash flows and changes therein relating to estimated proved reserves. The following summarizes the policies used in the preparation of the accompanying oil, natural gas and NGL reserve disclosures, standardized measures of discounted future net cash flows from proved oil, natural gas and NGL reserves and the reconciliations of standardized measures from year to year.
The standardized measure of discounted future net cash flows from production of proved reserves was developed as follows: (i) estimates are made of quantities of proved reserves and future periods during which they are expected to be produced based on year-end economic conditions; (ii) estimated future cash flows are compiled by applying the twelve month average of the first of the month prices of oil and natural gas relating to the Company’s proved reserves to the year-end quantities of those reserves; (iii) future cash flows are reduced by estimated production costs, costs to develop and produce the proved reserves and abandonment costs, all based on year-end economic conditions, plus Company overhead incurred; (iv) future income tax expenses are based on year-end statutory tax rates giving effect to the remaining tax basis in the oil and natural gas properties, other deductions, credits and allowances relating to the Company’s proved oil and natural gas reserves; and, (v) future net cash flows are discounted to present value by applying a discount rate of 10%.
The assumptions used to compute the standardized measure are those prescribed by the FASB and the SEC. These assumptions do not necessarily reflect the Company’s expectations of actual revenues to be derived from those reserves, nor their present value. The limitations inherent in the reserve quantity estimation process, as discussed previously, are equally applicable to the standardized measure computations since these reserve quantity estimates are the basis for the valuation process. The Company emphasizes that reserve estimates are inherently imprecise and that estimates of new discoveries and undeveloped locations are more imprecise than estimates of established proved producing oil and natural gas properties. The standardized measure of discounted future net cash flows does not purport, nor should it be interpreted, to present the fair value of the Company’s oil and natural gas reserves. An estimate of fair value would also take into account, among other things, the recovery of reserves not presently classified as proved, anticipated future changes in prices and costs and a discount factor more representative of the time value of money and the risks inherent in reserve estimates.
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SUPPLEMENTAL OIL AND GAS INFORMATION - (continued)
(Unaudited)
The following summary sets forth the Company’s future net cash flows relating to proved oil, natural gas and NGL reserves based on the standardized measure prescribed in ASC Topic 932:
December 31,
2025 2024 2023
(In thousands)
Future oil and natural gas sales, net (1)(2)(3)
$ 4,757,093 $ 4,764,599 $ 5,244,927
Future production costs ( 1,966,994 ) ( 1,638,032 ) ( 1,896,397 )
Future development costs ( 355,102 ) ( 325,414 ) ( 362,218 )
Future income tax expense ( 412,415 ) ( 524,581 ) ( 538,926 )
Future net cash flows 2,022,582 2,276,572 2,447,386
10% annual discount ( 881,492 ) ( 1,034,771 ) ( 1,186,921 )
Standardized measure of discounted future net cash flows $ 1,141,090 $ 1,241,801 $ 1,260,465
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(1) December 31, 2025, proved reserves were derived based on average realized prices of $ 64.01 per barrel of oil, $ 0.02 per Mcf of natural gas and $( 0.15 ) per barrel of NGL.
(2) December 31, 2024, proved reserves were derived based on average realized prices of $ 74.27 per barrel of oil, $( 0.43 ) per Mcf of natural gas and $( 3.56 ) per barrel of NGL.
(3) December 31, 2023, proved reserves were derived based on average realized prices of $ 76.02 per barrel of oil, $ 0.46 per Mcf of natural gas and $ 7.11 per barrel of NGL.
Principal sources of change in the Standardized Measure are shown below:
Year Ended December 31,
2025 2024 2023
(In thousands)
Balance, beginning of period $ 1,241,801 $ 1,260,465 $ 1,108,376
Oil and natural gas sales, net of production costs
( 275,420 ) ( 308,907 ) ( 288,270 )
Net change in future prices and production costs
( 285,208 ) ( 238,938 ) ( 618,441 )
Net changes in future development costs 23,095 9,976 21,423
Extensions and discoveries 171,382 253,381 385,482
Acquisition of reserves 120,029 47,020 613,295
Divestiture of reserves
( 15,473 ) — —
Revisions of previous quantity estimates 26,578 71,800 ( 188,364 )
Previously estimated development costs incurred 55,898 38,858 31,124
Net change in income taxes 49,856 ( 2,035 ) ( 5,976 )
Accretion of discount 154,258 158,406 140,115
Changes in timing and other
( 125,706 ) ( 48,225 ) 61,701
Balance, end of period $ 1,141,090 $ 1,241,801 $ 1,260,465
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