Prairie Operating Co. — Director's Dealing 2022

Jan 7, 2022

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Creek Road Miners, Inc. (CRKR)
CIK: 0001162896
Period of Report: 2021-12-31

Reporting Person: KESSLER PAUL L. (Director, Chairman of Board, 10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2021-12-31	Common stock, par value $0.0001 per share	G	500000	—	Disposed	3157721	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Warrant	$.175	2024-12-02	Common Stock (10000000)	10000000	Indirect
Convertible debenture	$.175	2022-12-31	Common Stock (14285714)	14285714	Indirect
Options	$1.75		Common Stock (15000)	15000	Indirect
Series A Convertible preferred stock	$1.75		Common Stock (4535714)	4535714	Direct
Options	$2.65		Common Stock (2625000)	2625000	Direct

Footnotes

F1: These shares are held by Bristol Investment Fund, Ltd., a Cayman Islands exempted company ("BIF") managed by Bristol Capital Advisors, LLC ("BCA"), a Delaware LLC, Bristol Capital, LLC, a Delaware LLC, and Paul L. Kessler and Diana Derycz-Kessler Foundation. Mr. Kessler has voting and dispositive power over the shares beneficially owned by these holders.

F2: The total includes: (i) 2,589,986 shares owned by BIF, (ii) 24,450 shares owned by Bristol Capital, LLC ("BC"), a Delaware LLC of which Mr. Kessler has voting and dispositive power over the shares beneficially owned, (iii) 3,935 shares owned by Paul Kessler IRA Rollover, of which Mr. Kessler has voting and dispositive power over the shares beneficially owned, (iv) 39,350 shares owned by Bristol Capital Advisors Pension and Profit Sharing, and (v) 500,000 shares of common stock owned by Paul L. Kessler and Diana Derycz-Kessler Foundation. Mr. Kessler has voting and dispositive power over the shares beneficially owned by these holders. These share numbers reflect the 1-for-20 reverse stock split effectuated by the Issuer on February 27, 2020.

F3: In December 2016, BIF purchased from Issuer a $2,500,000 convertible debenture (with conversion price of $0.15) ("Debenture") and warrant to purchase 16,666,667 shares of common stock (with exercise price of $0.15) ("Warrant"). In December 2019, the Debenture's maturity date was extended to December 2021, the Warrant's expiration date was extended to December 2024, the conversion price and exercise price were adjusted to $0.125, and the number of Warrant shares became 20,000,000. BIF transferred 6,000,000 Warrant shares to another investor in December 2019 and retained 14,000,000 Warrant shares. Following a 1-for-20 reverse split in February 2020 and the subsequent repricing of the Debenture and Warrant, the conversion price and exercise price are $0.175, the number of shares underlying the Debenture is 14,285,714 and the number of shares underlying the Warrant is 10,000,000. In May 2020, the Debenture's maturity date was extended to December 2022.

F4: The Issuer has issued stock options for 300,000 shares to BC pursuant to its stock award plans, with an adjusted exercise price of $0.175, expiring on December 29, 2021 as disclosed in the Issuer's 10K report. Following the 1-for-20 reverse stock split, the stock options are for 15,000 shares.

F5: The Issuer issued 88,125 Series A Preferred Shares to Paul Kessler as payment of outstanding debt owed to Mr. Kessler, of which 79,375 shares remain outstanding. These Series A shares have a stated value of $10 per share and are convertible into common stock at a price per share of $0.175. The Issuer has also granted options for 2,625,000 shares to Paul Kessler pursuant to its Stock Incentive and Award Plans, as amended with an exercise price of $2.65.

F6: N/A