FORM 3 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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1. Name and Address of Reporting Person*
(Street)
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2. Date of Event Requiring Statement
(Month/Day/Year) 05/31/2024 |
3. Issuer Name and Ticker or Trading Symbol
Permian Resources Corp [ PR ] |
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4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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5. If Amendment, Date of Original Filed
(Month/Day/Year) |
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6. Individual or Joint/Group Filing (Check Applicable Line)
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Table I - Non-Derivative Securities Beneficially Owned | |||
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1. Title of Security (Instr. 4) | 2. Amount of Securities Beneficially Owned (Instr. 4) | 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 4. Nature of Indirect Beneficial Ownership (Instr. 5) |
Class A Common Stock | 66,221(1) | D |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||
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1. Title of Derivative Security (Instr. 4) | 2. Date Exercisable and Expiration Date (Month/Day/Year) | 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) | 4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 6. Nature of Indirect Beneficial Ownership (Instr. 5) | ||
Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
Common Units | (2) | (2) | Class A Common Stock | 1,500,000(3) | (2) | D | |
Common Units | (2) | (2) | Class A Common Stock | 500,000(3) | (2) | I | By Investment Partnership(4) |
Explanation of Responses: |
1. Represents an award of 38,737 restricted stock that vests in two equal annual installments beginning on September 1, 2024, and 27,484 shares of restricted stock that vests in three equal annual installments beginning March 1, 2025. |
2. At the request of the reporting person, each Common Unit of Permian Resources Operating, LLC, a Delaware limited liability company, (the "Common Units"), and a corresponding share of Class C common stock of Permian Resources Corporation, a Delaware corporation (the "Company"), may be redeemed for newly-issued shares of Class A common stock of the Company. The Common Units do not expire. |
3. The securities were acquired in connection with the business combination of Centennial Resource Development, Inc. a Delaware corporation ("Centennial"), and Colgate Energy Partners III, LLC, a Delaware limited liability company ("Colgate"), pursuant to that certain Business Combination Agreement, dated as of May 19, 2022 , by and among Centennial, Centennial Resource Production, LLC, a Delaware limited liability company ("CRP"), Colgate, and, solely for purposes of the specified provisions therein, Colgate Energy Partners III MidCo, LLC, a Delaware limited liability company, pursuant to which CRP merged with and into Colgate (the "Merger"), with CRP surviving the Merger and continuing as a subsidiary of Centennial. Upon consummation of the Merger, Centennial was renamed Permian Resources Corporation and CRP was renamed Permian Resources Operating, LLC. |
4. 500,000 Common Units, along with an equal number of corresponding shares of Class C common stock of the Company, are held directly by Shannon Family Investment Partnership, L.P., an investment partnership controlled by the reporting person. |
Remarks: |
Exhibit 24 - Power of Attorney |
/s/ John Bell, Attorney-in-Fact | 06/06/2024 | |
** Signature of Reporting Person | Date | |
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v). | ||
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). | ||
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. |