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    SEC Form SC 13D/A filed by Permian Resources Corporation (Amendment)

    3/8/24 8:26:16 PM ET
    $PR
    Oil & Gas Production
    Energy
    Get the next $PR alert in real time by email
    SC 13D/A 1 tm248310d1_sc13da.htm SC 13D/A

     

     

     

    United States

    Securities and Exchange Commission

    Washington, D.C. 20549

     

    SCHEDULE 13D


     

    (Rule 13d-101)

    Information to be Included in Statements Filed Pursuant to § 240.13d-1(a) and Amendments Thereto Filed Pursuant to § 240.13d-2(a)

     

    UNDER THE SECURITIES EXCHANGE ACT OF 1934

    (Amendment No. 16)*

     

    Permian Resources Corporation

    (Name of Issuer)

     

    Class A Common Stock

    (Title of Class of Securities)

     

    71424F105

    (CUSIP Number)

     

    Christina Shalhoub

    c/o Riverstone Holdings LLC

    712 Fifth Avenue, 36th Floor

    New York, NY 10019

    (212) 993-0076

    (Name, Address and Telephone Number of Person
    Authorized to Receive Notices and Communications)

     

    March 6, 2024

    (Date of Event which Requires Filing of this Statement)

     

    If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box. ¨

     

    Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See § 240.13d-7 for other parties to whom copies are to be sent.

     

     

    * The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.

     

    The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

     

     

     

     

     

     

    CUSIP No. 71424F105 13D Page 1 of 24 Pages

     

    1

    Names of Reporting Persons

     

    Silver Run Sponsor, LLC

     

    2 Check the Appropriate Box if a Member of a Group

    (a)  ¨

    (b)  ¨

    3

    SEC Use Only

     

     

    4

    Source of Funds (See Instructions)

     

    OO

     

    5 Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e) ¨
    6

    Citizenship or Place of Organization

     

    Delaware

     

    Number of Shares
    Beneficially Owned by Each
    Reporting Person With
    7

    Sole Voting Power

     

    0

     

    8

    Shared Voting Power

     

    1,866,331

     

    9

    Sole Dispositive Power

     

    0

     

    10

    Shared Dispositive Power

     

    1,866,331

     

    11

    Aggregate Amount Beneficially Owned by Each Reporting Person

     

    1,866,331

     

    12

    Check if the Aggregate Amount in Row (11) Excludes Certain Shares

     

     

    ¨

     

    13

    Percent of Class Represented by Amount in Row (11)

     

    0.3%

     

    14

    Type of Reporting Person

     

    OO (Delaware limited liability company)

     

     

     

     

     

    CUSIP No. 71424F105 13D Page 2 of 24 Pages

     

    1

    Names of Reporting Persons

     

    Silver Run Sponsor Manager, LLC

     

    2 Check the Appropriate Box if a Member of a Group

    (a)  ¨

    (b)  ¨

    3

    SEC Use Only

     

     

    4

    Source of Funds (See Instructions)

     

    OO

     

    5 Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e) ¨
    6

    Citizenship or Place of Organization

     

    Delaware

     

    Number of Shares
    Beneficially Owned by Each
    Reporting Person With
    7

    Sole Voting Power

     

    0

     

    8

    Shared Voting Power

     

    1,866,331

     

    9

    Sole Dispositive Power

     

    0

     

    10

    Shared Dispositive Power

     

    1,866,331

     

    11

    Aggregate Amount Beneficially Owned by Each Reporting Person

     

    1,866,331

     

    12

    Check if the Aggregate Amount in Row (11) Excludes Certain Shares

     

     

    ¨

     

    13

    Percent of Class Represented by Amount in Row (11)

     

    0.3%

     

    14

    Type of Reporting Person

     

    OO (Delaware limited liability company)

     

     

     

     

     

    CUSIP No. 71424F105 13D Page 3 of 24 Pages

     

    1

    Names of Reporting Persons

     

    REL US Centennial Holdings, LLC

     

    2 Check the Appropriate Box if a Member of a Group

    (a)  ¨

    (b)  ¨

    3

    SEC Use Only

     

     

    4

    Source of Funds (See Instructions)

     

    OO

     

    5 Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e) ¨
    6

    Citizenship or Place of Organization

     

    Delaware

     

    Number of Shares
    Beneficially Owned by Each
    Reporting Person With
    7

    Sole Voting Power

     

    0

     

    8

    Shared Voting Power

     

    10,052,173

     

    9

    Sole Dispositive Power

     

    0

     

    10

    Shared Dispositive Power

     

    10,052,173

     

    11

    Aggregate Amount Beneficially Owned by Each Reporting Person

     

    10,052,173

     

    12

    Check if the Aggregate Amount in Row (11) Excludes Certain Shares

     

     

    ¨

     

    13

    Percent of Class Represented by Amount in Row (11)

     

    1.7%

     

    14

    Type of Reporting Person

     

    OO (Delaware limited liability company)

     

     

     

     

     

    CUSIP No. 71424F105 13D Page 4 of 24 Pages

     

    1

    Names of Reporting Persons

     

    REL IP General Partner LP

     

    2 Check the Appropriate Box if a Member of a Group

    (a)  ¨

    (b)  ¨

    3

    SEC Use Only

     

     

    4

    Source of Funds (See Instructions)

     

    OO

     

    5 Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e) ¨
    6

    Citizenship or Place of Organization

     

    Cayman Islands

     

    Number of Shares
    Beneficially Owned by Each
    Reporting Person With
    7

    Sole Voting Power

     

    0

     

    8

    Shared Voting Power

     

    10,052,173

     

    9

    Sole Dispositive Power

     

    0

     

    10

    Shared Dispositive Power

     

    10,052,173

     

    11

    Aggregate Amount Beneficially Owned by Each Reporting Person

     

    10,052,173

     

    12

    Check if the Aggregate Amount in Row (11) Excludes Certain Shares

     

     

    ¨

     

    13

    Percent of Class Represented by Amount in Row (11)

     

    1.7%

     

    14

    Type of Reporting Person

     

    PN

     

     

     

     

     

    CUSIP No. 71424F105 13D Page 5 of 24 Pages

     

    1

    Names of Reporting Persons

     

    REL IP General Partner Limited

     

    2 Check the Appropriate Box if a Member of a Group

    (a)  ¨

    (b)  ¨

    3

    SEC Use Only

     

     

    4

    Source of Funds (See Instructions)

     

    OO

     

    5 Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e) ¨
    6

    Citizenship or Place of Organization

     

    Cayman Islands

     

    Number of Shares
    Beneficially Owned by Each
    Reporting Person With
    7

    Sole Voting Power

     

    0

     

    8

    Shared Voting Power

     

    10,052,173

     

    9

    Sole Dispositive Power

     

    0

     

    10

    Shared Dispositive Power

     

    10,052,173

     

    11

    Aggregate Amount Beneficially Owned by Each Reporting Person

     

    10,052,173

     

    12

    Check if the Aggregate Amount in Row (11) Excludes Certain Shares

     

     

    ¨

     

    13

    Percent of Class Represented by Amount in Row (11)

     

    1.7%

     

    14

    Type of Reporting Person

     

    CO

     

     

     

     

     

    CUSIP No. 71424F105 13D Page 6 of 24 Pages

     

    1

    Names of Reporting Persons

     

    Riverstone Energy Limited Investment Holdings, LP

     

    2 Check the Appropriate Box if a Member of a Group

    (a)  ¨

    (b)  ¨

    3

    SEC Use Only

     

     

    4

    Source of Funds (See Instructions)

     

    OO

     

    5 Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e) ¨
    6

    Citizenship or Place of Organization

     

    Cayman Islands

     

    Number of Shares
    Beneficially Owned by Each
    Reporting Person With
    7

    Sole Voting Power

     

    0

     

    8

    Shared Voting Power

     

    10,052,173

     

    9

    Sole Dispositive Power

     

    0

     

    10

    Shared Dispositive Power

     

    10,052,173

     

    11

    Aggregate Amount Beneficially Owned by Each Reporting Person

     

    10,052,173

     

    12

    Check if the Aggregate Amount in Row (11) Excludes Certain Shares

     

     

    ¨

     

    13

    Percent of Class Represented by Amount in Row (11)

     

    1.7%

     

    14

    Type of Reporting Person

     

    PN

     

     

     

     

     

    CUSIP No. 71424F105 13D Page 7 of 24 Pages

     

    1

    Names of Reporting Persons

     

    Riverstone Holdings II (Cayman) Limited

     

    2 Check the Appropriate Box if a Member of a Group

    (a)  ¨

    (b)  ¨

    3

    SEC Use Only

     

     

    4

    Source of Funds (See Instructions)

     

    OO

     

    5 Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e) ¨
    6

    Citizenship or Place of Organization

     

    Cayman Islands

     

    Number of Shares
    Beneficially Owned by Each
    Reporting Person With
    7

    Sole Voting Power

     

    0

     

    8

    Shared Voting Power

     

    10,052,173

     

    9

    Sole Dispositive Power

     

    0

     

    10

    Shared Dispositive Power

     

    10,052,173

     

    11

    Aggregate Amount Beneficially Owned by Each Reporting Person

     

    10,052,173

     

    12

    Check if the Aggregate Amount in Row (11) Excludes Certain Shares

     

     

    ¨

     

    13

    Percent of Class Represented by Amount in Row (11)

     

    1.7%

     

    14

    Type of Reporting Person

     

    CO

     

     

     

     

     

    CUSIP No. 71424F105 13D Page 8 of 24 Pages

     

    1

    Names of Reporting Persons

     

    Riverstone Non-ECI USRPI AIV, L.P.

     

    2 Check the Appropriate Box if a Member of a Group

    (a)  ¨

    (b)  ¨

    3

    SEC Use Only

     

     

    4

    Source of Funds (See Instructions)

     

    OO

     

    5 Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e) ¨
    6

    Citizenship or Place of Organization

     

    Delaware

     

    Number of Shares
    Beneficially Owned by Each
    Reporting Person With
    7

    Sole Voting Power

     

    0

     

    8

    Shared Voting Power

     

    3,190,946

     

    9

    Sole Dispositive Power

     

    0

     

    10

    Shared Dispositive Power

     

    3,190,946

     

    11

    Aggregate Amount Beneficially Owned by Each Reporting Person

     

    3,190,946

     

    12

    Check if the Aggregate Amount in Row (11) Excludes Certain Shares

     

     

    ¨

     

    13

    Percent of Class Represented by Amount in Row (11)

     

    0.6%

     

    14

    Type of Reporting Person

     

    PN

     

     

     

     

     

    CUSIP No. 71424F105 13D Page 9 of 24 Pages

     

    1

    Names of Reporting Persons

     

    Riverstone Non-ECI USRPI AIV GP, L.L.C.

     

    2 Check the Appropriate Box if a Member of a Group

    (a)  ¨

    (b)  ¨

    3

    SEC Use Only

     

     

    4

    Source of Funds (See Instructions)

     

    OO

     

    5 Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e) ¨
    6

    Citizenship or Place of Organization

     

    Delaware

     

    Number of Shares
    Beneficially Owned by Each
    Reporting Person With
    7

    Sole Voting Power

     

    0

     

    8

    Shared Voting Power

     

    3,190,946

     

    9

    Sole Dispositive Power

     

    0

     

    10

    Shared Dispositive Power

     

    3,190,946

     

    11

    Aggregate Amount Beneficially Owned by Each Reporting Person

     

    3,190,946

     

    12

    Check if the Aggregate Amount in Row (11) Excludes Certain Shares

     

     

    ¨

     

    13

    Percent of Class Represented by Amount in Row (11)

     

    0.6%

     

    14

    Type of Reporting Person

     

    OO (Delaware limited liability company)

     

     

     

     

     

    CUSIP No. 71424F105 13D Page 10 of 24 Pages

     

    1

    Names of Reporting Persons

     

    Riverstone Non-ECI Partners GP (Cayman), L.P.

     

    2 Check the Appropriate Box if a Member of a Group

    (a)  ¨

    (b)  ¨

    3

    SEC Use Only

     

     

    4

    Source of Funds (See Instructions)

     

    OO

     

    5 Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e) ¨
    6

    Citizenship or Place of Organization

     

    Cayman Islands

     

    Number of Shares
    Beneficially Owned by Each
    Reporting Person With
    7

    Sole Voting Power

     

    0

     

    8

    Shared Voting Power

     

    3,190,946

     

    9

    Sole Dispositive Power

     

    0

     

    10

    Shared Dispositive Power

     

    3,190,946

     

    11

    Aggregate Amount Beneficially Owned by Each Reporting Person

     

    3,190,946

     

    12

    Check if the Aggregate Amount in Row (11) Excludes Certain Shares

     

     

    ¨

     

    13

    Percent of Class Represented by Amount in Row (11)

     

    0.6%

     

    14

    Type of Reporting Person

     

    PN

     

     

     

     

     

    CUSIP No. 71424F105 13D Page 11 of 24 Pages

     

    1

    Names of Reporting Persons

     

    Riverstone Non-ECI GP Cayman LLC

     

    2 Check the Appropriate Box if a Member of a Group

    (a)  ¨

    (b)  ¨

    3

    SEC Use Only

     

     

    4

    Source of Funds (See Instructions)

     

    OO

     

    5 Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e) ¨
    6

    Citizenship or Place of Organization

     

    Delaware

     

    Number of Shares
    Beneficially Owned by Each
    Reporting Person With
    7

    Sole Voting Power

     

    0

     

    8

    Shared Voting Power

     

    3,190,946

     

    9

    Sole Dispositive Power

     

    0

     

    10

    Shared Dispositive Power

     

    3,190,946

     

    11

    Aggregate Amount Beneficially Owned by Each Reporting Person

     

    3,190,946

     

    12

    Check if the Aggregate Amount in Row (11) Excludes Certain Shares

     

     

    ¨

     

    13

    Percent of Class Represented by Amount in Row (11)

     

    0.6%

     

    14

    Type of Reporting Person

     

    OO (Delaware limited liability company)

     

     

     

     

     

    CUSIP No. 71424F105 13D Page 12 of 24 Pages

     

    1

    Names of Reporting Persons

     

    Riverstone Non-ECI GP Ltd.

     

    2 Check the Appropriate Box if a Member of a Group

    (a)  ¨

    (b)  ¨

    3

    SEC Use Only

     

     

    4

    Source of Funds (See Instructions)

     

    OO

     

    5 Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e) ¨
    6

    Citizenship or Place of Organization

     

    Cayman Islands

     

    Number of Shares
    Beneficially Owned by Each
    Reporting Person With
    7

    Sole Voting Power

     

    0

     

    8

    Shared Voting Power

     

    3,190,946

     

    9

    Sole Dispositive Power

     

    0

     

    10

    Shared Dispositive Power

     

    3,190,946

     

    11

    Aggregate Amount Beneficially Owned by Each Reporting Person

     

    3,190,946

     

    12

    Check if the Aggregate Amount in Row (11) Excludes Certain Shares

     

     

    ¨

     

    13

    Percent of Class Represented by Amount in Row (11)

     

    0.6%

     

    14

    Type of Reporting Person

     

    CO

     

     

     

     

     

    CUSIP No. 71424F105 13D Page 13 of 24 Pages

     

    1

    Names of Reporting Persons

     

    Riverstone VI Centennial QB Holdings, L.P.

     

    2 Check the Appropriate Box if a Member of a Group

    (a)  ¨

    (b)  ¨

    3

    SEC Use Only

     

     

    4

    Source of Funds (See Instructions)

     

    OO

     

    5 Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e) ¨
    6

    Citizenship or Place of Organization

     

    Delaware

     

    Number of Shares
    Beneficially Owned by Each
    Reporting Person With
    7

    Sole Voting Power

     

    0

     

    8

    Shared Voting Power

     

    31,743,637

     

    9

    Sole Dispositive Power

     

    0

     

    10

    Shared Dispositive Power

     

    31,743,637

     

    11

    Aggregate Amount Beneficially Owned by Each Reporting Person

     

    31,743,637

     

    12

    Check if the Aggregate Amount in Row (11) Excludes Certain Shares

     

     

    ¨

     

    13

    Percent of Class Represented by Amount in Row (11)

     

    5.5%

     

    14

    Type of Reporting Person

     

    PN

     

     

     

     

     

    CUSIP No. 71424F105 13D Page 14 of 24 Pages

     

    1

    Names of Reporting Persons

     

    Riverstone Energy Partners VI, L.P.

     

    2 Check the Appropriate Box if a Member of a Group

    (a)  ¨

    (b)  ¨

    3

    SEC Use Only

     

     

    4

    Source of Funds (See Instructions)

     

    OO

     

    5 Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e) ¨
    6

    Citizenship or Place of Organization

     

    Delaware

     

    Number of Shares
    Beneficially Owned by Each
    Reporting Person With
    7

    Sole Voting Power

     

    0

     

    8

    Shared Voting Power

     

    31,743,637

     

    9

    Sole Dispositive Power

     

    0

     

    10

    Shared Dispositive Power

     

    31,743,637

     

    11

    Aggregate Amount Beneficially Owned by Each Reporting Person

     

    31,743,637

     

    12

    Check if the Aggregate Amount in Row (11) Excludes Certain Shares

     

     

    ¨

     

    13

    Percent of Class Represented by Amount in Row (11)

     

    5.5%

     

    14

    Type of Reporting Person

     

    PN

     

     

     

     

     

    CUSIP No. 71424F105 13D Page 15 of 24 Pages

     

    1

    Names of Reporting Persons

     

    Riverstone Energy GP VI, LLC

     

    2 Check the Appropriate Box if a Member of a Group

    (a)  ¨

    (b)  ¨

    3

    SEC Use Only

     

     

    4

    Source of Funds (See Instructions)

     

    OO

     

    5 Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e) ¨
    6

    Citizenship or Place of Organization

     

    Delaware

     

    Number of Shares
    Beneficially Owned by Each
    Reporting Person With
    7

    Sole Voting Power

     

    0

     

    8

    Shared Voting Power

     

    31,743,637

     

    9

    Sole Dispositive Power

     

    0

     

    10

    Shared Dispositive Power

     

    31,743,637

     

    11

    Aggregate Amount Beneficially Owned by Each Reporting Person

     

    31,743,637

     

    12

    Check if the Aggregate Amount in Row (11) Excludes Certain Shares

     

     

    ¨

     

    13

    Percent of Class Represented by Amount in Row (11)

     

    5.5%

     

    14

    Type of Reporting Person

     

    OO (Delaware limited liability company)

     

     

     

     

     

    CUSIP No. 71424F105 13D Page 16 of 24 Pages

     

    1

    Names of Reporting Persons

     

    Riverstone Energy GP VI Corp

     

    2 Check the Appropriate Box if a Member of a Group

    (a)  ¨

    (b)  ¨

    3

    SEC Use Only

     

     

    4

    Source of Funds (See Instructions)

     

    OO

     

    5 Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e) ¨
    6

    Citizenship or Place of Organization

     

    Delaware

     

    Number of Shares
    Beneficially Owned by Each
    Reporting Person With
    7

    Sole Voting Power

     

    0

     

    8

    Shared Voting Power

     

    31,743,637

     

    9

    Sole Dispositive Power

     

    0

     

    10

    Shared Dispositive Power

     

    31,743,637

     

    11

    Aggregate Amount Beneficially Owned by Each Reporting Person

     

    31,743,637

     

    12

    Check if the Aggregate Amount in Row (11) Excludes Certain Shares

     

     

    ¨

     

    13

    Percent of Class Represented by Amount in Row (11)

     

    5.5%

     

    14

    Type of Reporting Person

     

    CO

     

     

     

     

     

    CUSIP No. 71424F105 13D Page 17 of 24 Pages

     

    1

    Names of Reporting Persons

     

    Riverstone Holdings LLC

     

    2 Check the Appropriate Box if a Member of a Group

    (a)  ¨

    (b)  ¨

    3

    SEC Use Only

     

     

    4

    Source of Funds (See Instructions)

     

    OO

     

    5 Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e) ¨
    6

    Citizenship or Place of Organization

     

    Delaware

     

    Number of Shares
    Beneficially Owned by Each
    Reporting Person With
    7

    Sole Voting Power

     

    0

     

    8

    Shared Voting Power

     

    33,609,968

     

    9

    Sole Dispositive Power

     

    0

     

    10

    Shared Dispositive Power

     

    33,609,968

     

    11

    Aggregate Amount Beneficially Owned by Each Reporting Person

     

    33,609,968

     

    12

    Check if the Aggregate Amount in Row (11) Excludes Certain Shares

     

     

    ¨

     

    13

    Percent of Class Represented by Amount in Row (11)

     

    5.8%

     

    14

    Type of Reporting Person

     

    OO (Delaware limited liability company)

     

     

     

     

     

    CUSIP No. 71424F105 13D Page 18 of 24 Pages

     

    1

    Names of Reporting Persons

     

    Riverstone/Gower Mgmt Co Holdings, L.P.

     

    2 Check the Appropriate Box if a Member of a Group

    (a)  ¨

    (b)  ¨

    3

    SEC Use Only

     

     

    4

    Source of Funds (See Instructions)

     

    OO

     

    5 Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e) ¨
    6

    Citizenship or Place of Organization

     

    Delaware

     

    Number of Shares
    Beneficially Owned by Each
    Reporting Person With
    7

    Sole Voting Power

     

    0

     

    8

    Shared Voting Power

     

    43,662,141

     

    9

    Sole Dispositive Power

     

    0

     

    10

    Shared Dispositive Power

     

    43,662,141

     

    11

    Aggregate Amount Beneficially Owned by Each Reporting Person

     

    43,662,141

     

    12

    Check if the Aggregate Amount in Row (11) Excludes Certain Shares

     

     

    ¨

     

    13

    Percent of Class Represented by Amount in Row (11)

     

    7.5%

     

    14

    Type of Reporting Person

     

    PN

     

     

     

     

     

    CUSIP No. 71424F105 13D Page 19 of 24 Pages

     

    1

    Names of Reporting Persons

     

    Riverstone Management Group, L.L.C.

     

    2 Check the Appropriate Box if a Member of a Group

    (a)  ¨

    (b)  ¨

    3

    SEC Use Only

     

     

    4

    Source of Funds (See Instructions)

     

    OO

     

    5 Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e) ¨
    6

    Citizenship or Place of Organization

     

    Delaware

     

    Number of Shares
    Beneficially Owned by Each
    Reporting Person With
    7

    Sole Voting Power

     

    0

     

    8

    Shared Voting Power

     

    43,662,141

     

    9

    Sole Dispositive Power

     

    0

     

    10

    Shared Dispositive Power

     

    43,662,141

     

    11

    Aggregate Amount Beneficially Owned by Each Reporting Person

     

    43,662,141

     

    12

    Check if the Aggregate Amount in Row (11) Excludes Certain Shares

     

     

    ¨

     

    13

    Percent of Class Represented by Amount in Row (11)

     

    7.5%

     

    14

    Type of Reporting Person

     

    OO (Delaware limited liability company)

     

     

     

     

     

    CUSIP No. 71424F105 13D Page 20 of 24 Pages

     

    1

    Names of Reporting Persons

     

    David M. Leuschen

     

    2 Check the Appropriate Box if a Member of a Group

    (a)  ¨

    (b)  ¨

    3

    SEC Use Only

     

     

    4

    Source of Funds (See Instructions)

     

    OO

     

    5 Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e) ¨
    6

    Citizenship or Place of Organization

     

    United States

     

    Number of Shares
    Beneficially Owned by Each
    Reporting Person With
    7

    Sole Voting Power

     

    0

     

    8

    Shared Voting Power

     

    47,596,969

     

    9

    Sole Dispositive Power

     

    0

     

    10

    Shared Dispositive Power

     

    47,596,969

     

    11

    Aggregate Amount Beneficially Owned by Each Reporting Person

     

    47,596,969

     

    12

    Check if the Aggregate Amount in Row (11) Excludes Certain Shares

     

     

    ¨

     

    13

    Percent of Class Represented by Amount in Row (11)

     

    8.2%

     

    14

    Type of Reporting Person

     

    IN

     

     

     

     

     

    CUSIP No. 71424F105 13D Page 21 of 24 Pages

     

    1

    Names of Reporting Persons

     

    Pierre F. Lapeyre, Jr.

     

    2 Check the Appropriate Box if a Member of a Group

    (a)  ¨

    (b)  ¨

    3

    SEC Use Only

     

     

    4

    Source of Funds (See Instructions)

     

    OO

     

    5 Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e) ¨
    6

    Citizenship or Place of Organization

     

    United States

     

    Number of Shares
    Beneficially Owned by Each
    Reporting Person With
    7

    Sole Voting Power

     

    0

     

    8

    Shared Voting Power

     

    46,853,087

     

    9

    Sole Dispositive Power

     

    0

     

    10

    Shared Dispositive Power

     

    46,853,087

     

    11

    Aggregate Amount Beneficially Owned by Each Reporting Person

     

    46,853,087

     

    12

    Check if the Aggregate Amount in Row (11) Excludes Certain Shares

     

     

    ¨

     

    13

    Percent of Class Represented by Amount in Row (11)

     

    8.1%

     

    14

    Type of Reporting Person

     

    IN

     

     

     

     

    CUSIP No. 71424F105 13D Page 22 of 24 Pages

     

    Explanatory Note

     

    This Amendment No. 16 to Schedule 13D (this “Amendment No. 16”) amends and supplements the statement on Schedule 13D filed with the United States Securities and Exchange Commission on October 21, 2016 (as amended to date, the “Schedule 13D”), relating to the Class A Common Stock (the “Class A Common Stock”) of Permian Resources Corporation (formerly known as Centennial Resource Development, Inc.) (the “Issuer”). Capitalized terms used herein without definition shall have the meaning set forth in the Schedule 13D.

     

    Item 4.          Purpose of Transaction.

     

    Item 4 of the Schedule 13D is amended and supplemented as follows:

     

    March 2024 Sales

     

    On March 6, 2024, the previously disclosed Offering (as defined below) closed, in which Riverstone VI Centennial QB Holdings, L.P. (“Riverstone QB Holdings”), Riverstone Non-ECI USRPI AIV, L.P. (“Riverstone Non-ECI”), Silver Run Sponsor, LLC (“Silver Run Sponsor”), and David M. Leuschen (collectively, the “Riverstone Parties”) sold an aggregate of 5,000,000 shares of Class A Common Stock at a price of $15.71 per share (the “Offering”) to Goldman Sachs & Co. LLC (the “Underwriter”) pursuant to an underwriting agreement dated as of March 4, 2024 (the “Underwriting Agreement”), by and among the Issuer, the Underwriter, the Riverstone Parties and certain other selling stockholders.

     

    Item 5.          Interest in Securities of the Issuer.

     

    Item 5 of the Schedule 13D is amended and restated in its entirety as follows:

     

    (a) – (b)

     

    The following sets forth, as of the date hereof, the aggregate number of shares of Class A Common Stock and percentage of Class A Common Stock beneficially owned by each of the Reporting Persons, as well as the number of shares of Class A Common Stock as to which each Reporting Person has the sole power to vote or to direct the vote, shared power to vote or to direct the vote, sole power to dispose or to direct the disposition, or shared power to dispose or to direct the disposition of, as of the date hereof, based on 579,901,309 shares of Class A Common Stock outstanding as of March 6, 2024, following the Offering.

     

    Reporting Person  Amount
    beneficially
    owned
       Percent
    of class
       Sole
    power to
    vote or to
    direct the
    vote
       Shared
    power to
    vote or to
    direct the
    vote
       Sole
    power to
    dispose or
    to direct
    the
    disposition
       Shared
    power to
    dispose or
    to direct
    the
    disposition
     
    Silver Run Sponsor, LLC   1,866,331    0.3%   0    1,866,331    0    1,866,331 
    Silver Run Sponsor Manager, LLC   1,866,331    0.3%   0    1,866,331    0    1,866,331 
    REL US Centennial Holdings, LLC   10,052,173    1.7%   0    10,052,173    0    10,052,173 
    REL IP General Partner LP   10,052,173    1.7%   0    10,052,173    0    10,052,173 
    REL IP General Partner Limited   10,052,173    1.7%   0    10,052,173    0    10,052,173 
    Riverstone Energy Limited Investment Holdings, LP   10,052,173    1.7%   0    10,052,173    0    10,052,173 
    Riverstone Holdings II (Cayman) Ltd.   10,052,173    1.7%   0    10,052,173    0    10,052,173 
    Riverstone Non-ECI USRPI AIV, L.P.   3,190,946    0.6%   0    3,190,946    0    3,190,946 
    Riverstone Non-ECI USRPI AIV GP, L.L.C.   3,190,946    0.6%   0    3,190,946    0    3,190,946 
    Riverstone Non-ECI Partners GP (Cayman), L.P.   3,190,946    0.6%   0    3,190,946    0    3,190,946 
    Riverstone Non-ECI GP Cayman LLC   3,190,946    0.6%   0    3,190,946    0    3,190,946 
    Riverstone Non-ECI GP Ltd.   3,190,946    0.6%   0    3,190,946    0    3,190,946 
    Riverstone VI Centennial QB Holdings, L.P.   31,743,637    5.5%   0    31,743,637    0    31,743,637 
    Riverstone Energy Partners VI, L.P.   31,743,637    5.5%   0    31,743,637    0    31,743,637 
    Riverstone Energy GP VI, LLC   31,743,637    5.5%   0    31,743,637    0    31,743,637 
    Riverstone Energy GP VI Corp   31,743,637    5.5%   0    31,743,637    0    31,743,637 
    Riverstone Holdings LLC   33,609,968    5.8%   0    33,609,968    0    33,609,968 
    Riverstone/Gower Mgmt Co Holdings, L.P.   43,662,141    7.5%   0    43,662,141    0    43,662,141 
    Riverstone Management Group, L.L.C.   43,662,141    7.5%   0    43,662,141    0    43,662,141 
    David M. Leuschen   47,596,969    8.2%   0    47,596,969    0    47,596,969 
    Pierre F. Lapeyre Jr.   46,853,087    8.1%   0    46,853,087    0    46,853,087 

     

     

     

     

    CUSIP No. 71424F105 13D Page 23 of 24 Pages

     

    Silver Run Sponsor is the record holder of 1,866,331 shares of Class A Common Stock. REL US is the record holder of 10,052,173 shares of Class A Common Stock. Riverstone Non-ECI is the record holder of 3,190,946 shares of Class A Common Stock. Riverstone QB Holdings is the record holder of 31,743,637 shares of Class A Common Stock. David M. Leuschen is the record holder of 743,882 shares of Class A Common Stock.

     

    Mr. Leuschen and Mr. Lapeyre are the managing directors of Riverstone Management and have or share voting and investment discretion with respect to the securities beneficially owned by Riverstone Management. Riverstone Management is the general partner of Riverstone/Gower, which is the sole member of Riverstone Holdings and the sole shareholder of Riverstone Holdings II. Riverstone Holdings is the managing member of Silver Run Manager, which is the managing member of Silver Run Sponsor. As such, each of Silver Run Manager, Riverstone Management, Riverstone/Gower, Riverstone Holdings, Mr. Leuschen and Mr. Lapeyre may be deemed to have or share beneficial ownership of the securities held directly by Silver Run Sponsor. Each such entity or person disclaims beneficial ownership of these securities.

     

    Riverstone Holdings is also the sole shareholder of Riverstone Energy Corp, which is the managing member of Riverstone Energy GP, which is the general partner of Riverstone Energy Partners, which is the general partner of Riverstone QB Holdings. As such, each of Riverstone Energy Partners, Riverstone Energy GP, Riverstone Energy Corp, Riverstone Holdings, Riverstone/Gower, Riverstone Management, Mr. Leuschen and Mr. Lapeyre may be deemed to have or share beneficial ownership of the securities held directly by Riverstone QB Holdings. Each such entity or person disclaims beneficial ownership of these securities.

     

    Riverstone Holdings II is the general partner of Riverstone Investment, which is the sole shareholder of REL IP GP, which is the general partner of REL IP, which is the managing member of REL US. As such, each of REL IP, REL IP GP, Riverstone Investments, Riverstone Holdings II, Riverstone/Gower, Riverstone Management, Mr. Leuschen and Mr. Lapeyre may be deemed to have or share beneficial ownership of the securities held directly by REL US. Each such entity or person disclaims beneficial ownership of these securities.

     

     

     

     

    CUSIP No. 71424F105 13D Page 24 of 24 Pages

     

    Non-ECI GP Ltd. is the sole member of Non-ECI Cayman GP, which is the general partner of Non-ECI Cayman, which is the sole member of Riverstone Non-ECI GP, which is the general partner of Riverstone Non-ECI. Non-ECI GP Ltd. is managed by Mr. Leuschen and Mr. Lapeyre, who have or share voting and investment discretion with respect to the securities held of record by Riverstone Non-ECI. As such, each of Riverstone Non-ECI GP, Non-ECI Cayman, Non-ECI Cayman GP, Non-ECI GP Ltd., Mr. Leuschen and Mr. Lapeyre may be deemed to have or share beneficial ownership of the securities held directly by Riverstone Non-ECI. Each such entity or person disclaims beneficial ownership of these securities.

     

    (c)Except as described in Item 4, during the past 60 days neither the Reporting Persons nor any of the Related Persons has effected any transactions with respect to the Class A Common Stock.

     

    (d)None.

     

    (e)Not applicable.

     

     

     

     

    CUSIP No. 71424F105 13D Page 1 of 4 Pages

     

    SIGNATURES

     

    After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

     

    Date:     March 8, 2024

     

      Silver Run Sponsor, LLC
      By: Silver Run Sponsor Manager, LLC, its managing member
         
      By: /s/ Thomas Smith
      Name: Thomas Smith
      Title: Managing Director
         
         
      Silver Run Sponsor Manager, LLC
         
      By: /s/ Thomas Smith
      Name: Thomas Smith
      Title: Managing Director
         
         
      REL US Centennial Holdings, LLC
      By: REL IP General Partner LP, its managing member
      By: REL IP General Partner Limited, its general partner
         
      By: /s/ Thomas Smith
      Name: Thomas Smith
      Title: Director
         
         
      REL IP General Partner LP
      By: REL IP General Partner Limited, its general partner
         
      By: /s/ Thomas Smith
      Name: Thomas Smith
      Title: Director
         
         
      REL IP General Partner Limited
         
      By: /s/ Thomas Smith
      Name: Thomas Smith
      Title: Director

      

     

     

     

    CUSIP No. 71424F105 13D Page 2 of 4 Pages

     

      Riverstone Energy Limited Investment Holdings, LP
      By: Riverstone Holdings II (Cayman) Ltd., its general partner
         
      By: /s/ David M. Leuschen
      Name: David M. Leuschen
      Title: Director
         
         
      Riverstone Holdings II (Cayman) Ltd.
         
      By: /s/ David M. Leuschen
      Name:  David M. Leuschen
      Title: Director
         
         
      Riverstone Non-ECI USRPI AIV, L.P.
      By: Riverstone Non-ECI USRPI AIV GP, L.L.C., its general partner
         
      By: /s/ Thomas Smith
      Name: Thomas Smith
      Title: Managing Director
         
         
      Riverstone Non-ECI USRPI AIV GP, L.L.C.
         
      By: /s/ Thomas Smith
      Name: Thomas Smith 
      Title: Managing Director
         
         
      Riverstone Non-ECI Partners GP (Cayman), L.P.
      By: Riverstone Non-ECI GP Cayman LLC, its general partner
      By: Riverstone Non-ECI GP Ltd., its sole member
         
         
      By: /s/ Thomas Smith
      Name: Thomas Smith
      Title: Director

     

     

     

     

    CUSIP No. 71424F105 13D Page 3 of 4 Pages

     

      Riverstone Non-ECI GP Cayman LLC
      By: Riverstone Non-ECI GP Ltd., its sole member
         
      By: /s/ Thomas Smith
      Name: Thomas Smith
      Title: Director
         
         
      Riverstone Non-ECI GP Ltd.
         
      By: /s/ Thomas Smith
      Name: Thomas Smith
      Title: Director
         
         
      Riverstone VI Centennial QB Holdings, L.P.
      By: Riverstone Energy Partners VI, L.P., its general partner
      By: Riverstone Energy GP VI, LLC, its general partner
         
      By: /s/ Thomas Smith
      Name: Thomas Smith
      Title: Managing Director
         
         
      Riverstone Energy Partners VI, L.P.
      By: Riverstone Energy GP VI, LLC, its general partner
         
      By: /s/ Thomas Smith
      Name: Thomas Smith
      Title: Managing Director
         
         
      Riverstone Energy GP VI, LLC
         
      By: /s/ Thomas Smith
      Name: Thomas Smith
      Title: Managing Director
         
         
      Riverstone Energy GP VI Corp
         
      By: /s/ Thomas Smith
      Name: Thomas Smith
      Title: Vice President

     

     

     

     

    CUSIP No. 71424F105 13D Page 4 of 4 Pages

     

      Riverstone Holdings LLC
         
      By: /s/ Thomas Smith
      Name: Thomas Smith
      Title: Authorized Person
         
         
      Riverstone/Gower Mgmt Co Holdings, L.P.
      By: Riverstone Management Group, L.L.C., its general partner
         
      By: /s/ Thomas Smith
      Name: Thomas Smith
      Title: Manager
         
         
      Riverstone Management Group, L.L.C.
         
      By: /s/ Thomas Smith
      Name: Thomas Smith
      Title: Manager
         
         
      David M. Leuschen
         
      By: /s/ David M. Leuschen
         
         
      Pierre F. Lapeyre, Jr.
         
      By: /s/ Pierre F. Lapeyre

     

     

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    • Director Baldwin Maire A. was granted 22,794 shares, increasing direct ownership by 9% to 288,040 units (SEC Form 4)

      4 - Permian Resources Corp (0001658566) (Issuer)

      5/28/25 6:37:39 PM ET
      $PR
      Oil & Gas Production
      Energy

    $PR
    Insider Purchases

    Insider purchases reveal critical bullish sentiment about the company from key stakeholders. See them live in this feed.

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    • Director Quinn William J bought $3,024,525 worth of shares (250,000 units at $12.10) (SEC Form 4)

      4 - Permian Resources Corp (0001658566) (Issuer)

      3/7/25 4:05:17 PM ET
      $PR
      Oil & Gas Production
      Energy
    • Director Quinn William J bought $9,622,450 worth of shares (750,000 units at $12.83) (SEC Form 4)

      4 - Permian Resources Corp (0001658566) (Issuer)

      3/5/25 9:52:29 PM ET
      $PR
      Oil & Gas Production
      Energy
    • Director Quinn William J bought $3,994,821 worth of shares (312,429 units at $12.79) (SEC Form 4)

      4 - Permian Resources Corp (0001658566) (Issuer)

      9/12/24 4:14:44 PM ET
      $PR
      Oil & Gas Production
      Energy

    $PR
    Large Ownership Changes

    This live feed shows all institutional transactions in real time.

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    • Amendment: SEC Form SC 13D/A filed by Permian Resources Corporation

      SC 13D/A - Permian Resources Corp (0001658566) (Subject)

      6/21/24 4:05:39 PM ET
      $PR
      Oil & Gas Production
      Energy
    • SEC Form SC 13G/A filed by Permian Resources Corporation (Amendment)

      SC 13G/A - Permian Resources Corp (0001658566) (Subject)

      6/10/24 12:15:17 PM ET
      $PR
      Oil & Gas Production
      Energy
    • SEC Form SC 13D/A filed by Permian Resources Corporation (Amendment)

      SC 13D/A - Permian Resources Corp (0001658566) (Subject)

      5/17/24 4:53:52 PM ET
      $PR
      Oil & Gas Production
      Energy

    $PR
    Financials

    Live finance-specific insights

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    • Permian Resources Announces Strong First Quarter 2025 Results, Revised 2025 Guidance and Strategic Bolt-On Acquisition of Core Northern Delaware Basin Assets

      Permian Resources Corporation ("Permian Resources" or the "Company") (NYSE:PR) today announced its first quarter 2025 financial and operational results, revised full year 2025 guidance and a strategic Northern Delaware Basin bolt-on acquisition. This press release features multimedia. View the full release here: https://www.businesswire.com/news/home/20250507020359/en/Permian Resources Acquired Acreage Map Recent Financial and Operational Highlights Reported crude oil and total average production of 175.0 MBbls/d and 373.2 MBoe/d Announced cash capital expenditures of $501 million, net cash provided by operating activities of $898 million and adjusted free cash flow1 of $460 million, re

      5/7/25 4:11:00 PM ET
      $APA
      $PR
      Oil & Gas Production
      Energy
    • Permian Resources Declares Quarterly Cash Dividend

      Permian Resources Corporation ("Permian Resources" or the "Company") (NYSE:PR) today announced that its Board of Directors declared a quarterly base cash dividend of $0.15 per share of Class A common stock, or $0.60 per share on an annualized basis. The base dividend is payable on June 30, 2025 to shareholders of record as of June 16, 2025. About Permian Resources Headquartered in Midland, Texas, Permian Resources is an independent oil and natural gas company focused on driving peer-leading returns through the acquisition, optimization and development of high-return oil and natural gas properties. The Company's assets are located in the Permian Basin, with a concentration in the core of t

      5/7/25 4:08:00 PM ET
      $PR
      Oil & Gas Production
      Energy
    • Permian Resources Announces First Quarter 2025 Earnings Conference Call

      Permian Resources Corporation ("Permian Resources" or the "Company") (NYSE:PR) announced today that it will report first quarter 2025 financial and operating results after the market closes for trading on Wednesday, May 7, 2025. Management will host an earnings conference call on Thursday, May 8, 2025 at 9:00 a.m. Central (10:00 a.m. Eastern). Interested parties are invited to participate on the call by dialing (800) 549-8228 (Conference ID: 27785) at least 15 minutes prior to the start of the call or via the internet at www.permianres.com. A replay of the call will be available on the Company's website or by phone at (888) 660-6264 (Passcode: 27785) for a 14-day period following the call.

      4/2/25 7:00:00 AM ET
      $PR
      Oil & Gas Production
      Energy