Permian Resources Corp — Director's Dealing 2024

Mar 7, 2024

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Permian Resources Corp (PR)
CIK: 0001658566
Period of Report: 2024-03-04

Reporting Person: Quinn William J (Director, 10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2024-03-04	Class A Common Stock	C	18076849	—	Disposed	18076849	Indirect
2024-03-04	Class C Common Stock	D	18076849	—	Disposed	71056620	Indirect
2024-03-04	Class A Common Stock	S	18076849	$15.71	Disposed	71056620	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2024-03-04	Common Units	$	C	18076849	Disposed		Class A Common Stock (18076849)	Indirect

Footnotes

F1: Pursuant to the Seventh Amended and Restated Limited Liability Company Agreement of Permian Resources Operating, LLC ("PRC"), at the request of the holder, each Common Units of PRC (together with the delivery for no consideration of an equal number of shares of Class C common stock, par value $0.0001 per share ("Class C common stock") of the Issuer) may be redeemed, at PRC's election, for an equal number of newly-issued shares of Class A common stock, par value $0.0001 per share ("Class A common stock"), of the Issuer or for cash. The Common Units do not expire. Shares of Class C Common Stock do not represent economic interests in the Issuer.

F2: On March 4, 2024, Pearl Energy Investments AIV, L.P. ("Pearl AIV") exchanged 10,531,493 Common Units, Pearl Energy Investment GP, L.P. ("Pearl GP") exchanged 3,434,523 Common Units and Pearl CIII Holdings, L.P. ("Pearl CIII") exchanged 4,110,833 Common Units (each together with the delivery for no consideration of an equal number of shares of Class C common stock) for shares of Class A common stock.

F3: On March 4, 2024, Pearl AIV, Pearl GP and Pearl CIII sold an aggregate amount of 18,076,849 shares of Class A common stock of the Issuer in an underwritten public offering.

F4: This amount represents a price to the underwriter of $15.71 per share of Class A Common Stock. The underwriter may offer the shares of Class A Common Stock from time to time in one or more transactions on the NYSE, in the over-the-counter market or through negotiated transactions at market prices or at negotiated prices.

F5: The Common Units reported herein are held directly by Pearl AIV, Pearl GP and Pearl CIII. Pearl AIV is controlled by Pearl GP, its general partner. Pearl GP is controlled by Pearl Energy Investment UGP, LLC ("Pearl UGP"). Pearl CIII is controlled by Pearl Energy Investment II GP, L.P., its general partner ("Pearl II GP"). Pearl II GP is controlled by Pearl Energy Investment II UGP, LLC ("Pearl II UGP"). Pearl UGP and Pearl II UGP are controlled by the reporting person.

F6: Each of the Reporting Persons disclaims beneficial ownership except to the extent of their pecuniary interest therein, and the filing of this Form 4 shall not be construed as an admission that any Reporting Person is the beneficial owner of any or all of the reported securities for the purposes of Section 16 or for any other purpose.