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PAR PACIFIC HOLDINGS, INC.

For the period ended Sep 30, 2026. Filed Nov 4, 2026.

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A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

Sep 30, 2026 · Filed Nov 4, 2026

PARR$68.61+0.8%Stored close · as of Nov 9, 2026

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Item 5. Other Information

Rule 10b5-1 and Non-Rule 10b5-1 Trading Arrangements

During the fiscal quarter ended September 30, 2026, no director or officer (as defined in Rule 16a-1(f) under the Exchange Act) of the Company adopted orterminated any Rule 10b5-1 trading arrangements or non-Rule 10b5-1 trading arrangements as each term is defined in Item 408(a) of Regulation S-K.

Amended Performance Restricted Stock Units

The Company’s named executive officers receive annual grants of performance-based restricted stock units that vest after three years. These grants are earned based on a payout matrix determined by the Compensation Committee of the Board (the “Compensation Committee”) that is based on three-year aggregate Adjusted EBITDA as a percentage of budgeted Adjusted EBITDA and total shareholder return (“TSR”) as a percentage of the average TSR of a designated peer group. If threshold performance goals are not achieved, none of the target amount of shares of common stock issuable pursuant to the restricted stock units may be issued. If threshold performance goals are exceeded, up to 200% of the targeted amount of shares of common stock issuable pursuant to the restricted stock units may be issued. On November 2, 2026, the Board of Directors amended all outstanding performance-based restricted stock unit awards to clarify that, upon a change of control, the number of shares of Company common stock to be issued shall equal the greater of (i) one hundred percent (100%) of the targeted amount, or (ii) threshold performance goals calculated from the grant date through such change of control date pursuant to the applicable payout matrix.

The foregoing description of the amended performance-based restricted stock units is qualified in its entirety by reference to the full text of the form of amended and restated performance-based restricted stock units, which is filed as Exhibit 10.2 to this Quarterly Report on Form 10-Q and incorporated by reference herein.

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The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.