Prairie Operating Co. — Director's Dealing 2023

Jun 16, 2023

SEC Form 4/A — Form 4/A

Issuer: Prairie Operating Co. (CRKR)
CIK: 0001162896
Period of Report: 2023-05-03

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

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2023-05-03	Common stock, par value $0.0001 per share	C	9095011	$0.175	Acquired	11752736	Indirect
2023-05-03	Common stock, par value $0.0001 per share	P	5496669	$0.109	Acquired	17249405	Indirect
2023-05-03	Common stock, par value $0.0001 per share	A	1821429	$0.175	Acquired	19070834	Indirect
2023-05-03	Common stock, par value $0.0001 per share	C	9413863	$0.175	Acquired	28484697	Indirect
2023-05-03	Common stock, par value $0.0001 per share	A	92857	$0.175	Acquired	28577554	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2023-05-03	Series A Preferred Stock	$0.175	C	124236	Disposed		Common Stock (9095011)	Indirect
2023-05-03	Convertible debenture	$0.175	C		Disposed	2023-05-31	Common Stock (9413863)	Indirect
2023-05-03	Convertible debenture	$0.175	C		Disposed	2023-05-31	Series D Convertible preferred stock (2523)	Indirect
2023-05-03	Convertible debenture	$0.175	C		Disposed	2023-05-31	Common Stock (5714286)	Indirect
2023-05-03	Series D Convertible preferred stock	$0.175	C	2523	Acquired		Common Stock (14417143)	Indirect
2023-05-03	Convertible debenture	$0.175	C		Acquired	2023-12-31	Common Stock (5714286)	Indirect
2023-05-03	Series D Convertible Preferred Stock	$0.175	P	1250	Acquired		Common Stock (7142857)	Indirect
2023-05-03	A Common Stock Purchase Warrant	$0.21	P	7142857	Acquired	2028-05-03	Common Stock (7142857)	Indirect
2023-05-03	B Common Stock Purchase Warrant	$0.21	P	7142857	Acquired	2024-05-03	Common Stock (7142857)	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Options	$0.25	2024-01-22	Common Stock (15000)	15000	Direct

Footnotes

F1: Shares held by Bristol Investment Fund, Ltd., a Cayman Islands exempted company ("BIF") (managed by Bristol Capital Advisors, LLC, a Delaware LLC), Bristol Capital, LLC, a Delaware LLC ("BC"), Paul Kessler IRA Rollover ("PK IRA"), and Bristol Capital Advisors Profit Sharing Plan ("BCA PSP"). Mr. Kessler has voting and dispositive power over the shares beneficially owned by these holders.

F2: The total includes: (i) 2,589,990 shares owned by BIF, (ii) 24,450 shares owned by BC, (iii) 3,935 shares owned by PK IRA, and (iv) 39,350 shares owned by BCA PSP. Numbers reflect the 1-for-20 reverse stock split effectuated by the Issuer on February 27, 2020. (the "Split").

F3: In Dec 2016, BIF purchased $2,500,000 convertible debenture ("Debenture") and warrant to purchase 16,666,667 shares of common stock ("Warrant"). In Dec 2019, conversion and exercise price adjusted to $0.125 and Warrant shares became 20,000,000. BIF transferred 6,000,000 Warrant shares to third party in Dec 2019 and retained 14,000,000 Warrant shares. Following Split and subsequent repricing, conversion and exercise price became $0.175, number of shares underlying Debenture became 14,285,714 and shares underlying Warrant became 10,000,000. In March 2022, BIF converted $3,150 of principal into 18,000 shares which were sold on 3/31/22. On May 3, 2023, Debenture was exchanged for (a) amended debenture of $1,000,000, (b) 9,413,863 shares of Common and (c) 2,523 shares of Series D Preferred (stated value of $1,000/sh and convertible into common at $0.175/sh).

F4: Stock options for 300,000 shares issued to Paul Kessler pursuant to stock award plans, with an exercise price of $0.25. Following the 1-for-20 reverse stock split, the stock options are for 15,000 shares.

F5: The Series D Preferred offering for shares of Series D Preferred Stock featured 100% warrant coverage for each of Series A warrants to purchase shares of Common Stock and Series B warrants to purchase shares of Common Stock.

F6: 124,236 shares of Series A Preferred Stock held by Paul Kessler, includes $349,267 of accrued but unpaid dividends converted into shares of Common Stock at $0.175 per share. The shares of Series A Preferred Stock held by Mr. Kessler were issued to BC upon conversion.

F7: Such shares of preferred stock have no expiration date.

F8: The Form 4 filed on May 9, 2023 inadvertently reported the incorrect number of shares of common stock held by Paul Kessler in his individual capacity. The correct number is 92,857 shares of common stock.