UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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| Item 1.01 | Entry into a Material Definitive Agreement. |
On August 30, 2023, Prairie Operating Co. (the “Company”), Gary C. Hanna, Edward Kovalik, Bristol Capital, LLC and Georgina Asset Management, LLC (“GAM”) entered into a non-compensatory option purchase agreement (the “Option Purchase Agreement”), pursuant to which GAM agreed to purchase, and each of Gary C. Hanna, Edward Kovalik and Bristol Capital, LLC (collectively, the “Sellers”) agreed to sell to GAM, non-compensatory options (the “Options”) to acquire an aggregate of 200,000 shares of the Company’s common stock, par value $0.01 per share, for $0.25 per share, for an aggregate purchase price of $2,000 (the “Option Purchase”). The Options are only exercisable if specific production hurdles are achieved. The foregoing description of the Option Purchase Agreement does not purport to be complete and is qualified in its entirety by reference to the full text of the Option Purchase Agreement, which is attached hereto as Exhibit 10.1 and is incorporated herein by reference into this Item 1.01.
The Option Purchase closed on August 30, 2023. In connection with the Option Purchase, the Company entered into an amendment to the amended and restated non-compensatory option agreement, dated May 3, 2023, with each of the Sellers (or an assignee thereof) to reflect that each Seller owns a lesser number of Options after the Option Purchase.
GAM previously invested in the Company’s private placement of its Series C preferred stock and warrants and Series D preferred stock and warrants.
| Item 9.01 | Financial Statements and Exhibits. |
| (d) | Exhibits |
| Exhibit Number | Description | |
| 10.1 | Non-Compensatory Option Purchase Agreement, dated as of August 30, 2023, by and among Prairie Operating Co., Gary C. Hanna, Edward Kovalik, Bristol Capital, LLC and Georgina Asset Management, LLC. | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document).
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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.
| PRAIRIE OPERATING CO. | ||
| Date: September 5, 2023 | ||
| By: | /s/ Edward Kovalik | |
| Edward Kovalik | ||
| Chief Executive Officer | ||
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