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Riley Exploration Permian, Inc.

For the period ended Mar 31, 2026. Filed May 6, 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.

Mar 31, 2026 · Filed May 6, 2026

REPX$41.25+2.0%Stored close · as of Nov 10, 2026

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Notes to the Condensed Consolidated Financial Statements

(1) Nature of Business

Riley Permian is a growth-oriented, independent oil and natural gas company focused on horizontal drilling of conventional oil-saturated and liquids-rich formations in the Permian Basin that produce long-term cash flows. The majority of our acreage is located in Yoakum County, Texas, which represents our Champions field and Eddy County, New Mexico, which represents our Red Lake field.

(2) Basis of Presentation

These unaudited condensed consolidated financial statements as of March 31, 2026, and for the three months ended March 31, 2026, and 2025, include the accounts of Riley Permian and our consolidated subsidiaries and have been prepared in accordance with U.S. GAAP. All intercompany balances and transactions have been eliminated upon consolidation.

Certain information and footnote disclosures normally included in annual financial statements prepared in accordance with U.S. GAAP have been condensed or omitted pursuant to the rules and regulations of the SEC. These condensed consolidated financial statements should be read in conjunction with the consolidated financial statements included in the Company's 2025 Annual Report.

These condensed consolidated financial statements have not been audited by an independent registered public accounting firm. In the opinion of the Company’s management, the accompanying unaudited condensed consolidated financial statements contain all adjustments necessary for fair presentation of the results of operations for the periods presented, which adjustments were of a normal recurring nature, except as disclosed herein. The results of operations for the three months ended March 31, 2026, are not necessarily indicative of the results to be expected for the full-year ending December 31, 2026, for various reasons, including fluctuations in prices received for oil and natural gas, natural production declines, the uncertainty of exploration and development drilling results, fluctuations in the fair value of derivative instruments, unpredictability of new tariffs, the current and future impacts of military conflicts, changes to the political environment under the current administration and other factors.

(3) Summary of Significant Accounting Policies

Significant Estimates

The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the amounts reported in our condensed consolidated financial statements and accompanying notes. These estimates and assumptions may also affect disclosure of contingent assets and liabilities as of the date of the financial statements and the reported amounts of revenues and expenses during the reporting period.

The Company evaluates these estimates on an ongoing basis, using historical experience, consultation with experts and other methods the Company considers reasonable in the particular circumstances. Actual results may differ significantly from the Company’s estimates. Any effects on the Company’s business, financial position or results of operations resulting from revisions to these estimates are recorded in the period in which the facts that give rise to the revision become known. Significant items subject to such estimates and assumptions include, but are not limited to, estimates of proved oil and natural gas reserves and related present value estimates of future net cash flows therefrom, the carrying value of oil and natural gas properties, accounts receivable, accrued capital expenditures and operating expenses, ARO, the fair value determination of acquired assets and assumed liabilities, certain tax accruals and the fair value of derivatives.

Accounts Receivable, net

Accounts receivable, net is summarized below:

March 31, 2026December 31, 2025
(In thousands)
Oil, natural gas and NGL sales$50,196$31,037
Joint interest accounts receivable7,0316,291
Allowance for credit losses(614)(601)
Other accounts receivable164,318
Total accounts receivable, net$56,629$41,045

As of December 31, 2024, the Company had accounts receivables, net from oil, natural gas and NGL sales of $33.6 million.

The Company estimates uncollectible amounts based on the length of time that the accounts receivable has been outstanding, historical collection experience and current and future economic and market conditions. Allowances for credit losses are recorded as reductions to the carrying values of the accounts receivable included in the Company’s condensed consolidated balance sheets and are recorded in administrative costs in our condensed consolidated statements of operations if failure to collect an estimable portion is determined to be probable.

Other Property and Equipment, net

Other property and equipment, net is summarized below:

March 31, 2026December 31, 2025
(In thousands)
Furniture, fixtures and other7,9837,583
Land18,52617,983
Other property and equipment$26,509$25,566
Accumulated depreciation and amortization(3,725)(3,694)
Total other property and equipment, net$22,784$21,872

Other Non-Current Assets, net

Other non-current assets, net consisted of the following:

March 31, 2026December 31, 2025
(In thousands)
Deferred financing costs, net (1)$3,751$4,064
Right of use assets3,3533,323
Prepaid capital expenditures6612,116
Deposits4,3434,846
Other1,5501,550
Total other non-current assets, net$13,658$15,899

(1)Deferred financing costs, net reflects costs associated with the Company's Credit Facility which are amortized over the term of the Credit Facility.

Accrued Liabilities

Accrued liabilities consisted of the following:

March 31, 2026December 31, 2025
(In thousands)
Accrued capital expenditures$21,162$12,125
Accrued lease operating expenses7,5617,160
Accrued general and administrative costs13,67211,403
Accrued inventory—1,123
Accrued ad valorem tax1,3025,277
Other accrued expenditures680602
Total accrued liabilities$44,377$37,690

Other Current Liabilities

Other current liabilities consisted of the following:

March 31, 2026December 31, 2025
(In thousands)
Advances from joint interest owners$16,532$4,451
Income taxes payable13,19622,175
Current ARO liabilities3,9873,455
Current portion of earnout payments4,5471,040
Other3,1772,968
Total other current liabilities$41,439$34,089

Asset Retirement Obligations

Components of the changes in ARO for the three months ended March 31, 2026, and the year ended December 31, 2025, are shown below:

March 31, 2026December 31, 2025
(In thousands)
ARO, beginning balance$63,432$35,268
Liabilities incurred27143
Liabilities assumed in acquisitions—19,284
Liabilities removed upon sale(71)(88)
Revision of estimated obligations—7,724
Liability settlements(1,245)(2,591)
Accretion1,2703,692
ARO, ending balance$63,413$63,432
Less: current ARO (1)(3,987)(3,455)
ARO, long-term$59,426$59,977

(1)Current ARO is included within other current liabilities in our accompanying condensed consolidated balance sheets.

Revenue Recognition

The following table presents oil and natural gas sales, net disaggregated by product:

Three Months Ended March 31,
20262025
(In thousands)
Oil and natural gas sales:
Oil sales, net$124,968$98,592
Natural gas sales, net(6,359)1,584
NGL sales, net(4,728)2,281
Total oil and natural gas sales, net (1)$113,881$102,457

(1) The Company's oil, natural gas and NGL sales are presented net of GP&T costs. These costs, related to natural gas and NGLs, at times exceeded the price received and resulted in negative average realized prices.

Recent Accounting Pronouncements

In November 2024, the FASB issued ASU 2024-03, Income Statement (Subtopic 220-40) Reporting Comprehensive Income-Expense Disaggregation Disclosures, which broadens the disclosures required for certain costs and expenses in the Company’s annual and interim consolidated financial statements. This ASU is effective prospectively for fiscal years beginning after December 15, 2026, and interim reporting periods within fiscal years beginning after December 15, 2027. The Company is currently evaluating the impact to disclosures related to our annual report for fiscal year 2027.

(4) Acquisitions and Divestitures

Silverback Acquisition

On July 1, 2025, the Company completed the acquisition of 100% of the ownership interests of Silverback Exploration II, LLC and its subsidiaries ("Silverback") which owns oil and natural gas assets and operations located primarily in the Yeso trend of the Permian Basin in Eddy County, New Mexico for approximately $123 million, which included approximately $120 million paid in cash and approximately $3 million of estimated fair value related to potential earnout payments ("Silverback Acquisition"). The purchase price is subject to change pending final purchase price adjustments including the release of $1.2 million remaining in escrow, until one year from the closing date.

The Silverback Acquisition qualified as a business combination using the acquisition method of accounting. The assets acquired and liabilities assumed were recognized at fair value as of the acquisition date. The preliminary purchase price allocation is subject to change for up to one year subsequent to the closing date of the acquisition due to final customary purchase price adjustments. The assets acquired and liabilities assumed were recognized on the consolidated balance sheet at fair value as of the acquisition date. The fair value measurements of the oil and natural gas properties acquired and ARO assumed were derived utilizing an income approach and based, in part, on significant inputs not observable in the market. These inputs represent Level 3 measurements in the fair value hierarchy and include, but are not limited to, estimates of reserves, future development, future operating costs, future cash flows and the use of weighted average cost of capital. These inputs required the use of significant judgments and estimates at the date of valuation, and use of different estimates and judgments could yield different results.

The following presents the allocation of the total purchase price of the Silverback Acquisition to the identified assets acquired and liabilities assumed based on estimated fair value as of the closing date of the acquisition:

Preliminary purchase price allocation as of March 31, 2026 (in thousands):
Consideration:
Cash consideration paid to sellers upon closing$119,559
Preliminary estimated fair value of earnout payments3,100
Total consideration transferred$122,659
Fair value of assets acquired:
Cash$1,857
Accounts receivable7,476
Prepaid expenses313
Inventory5,371
Current derivative assets1,029
Oil and gas properties140,317
Other property and equipment602
Other non-current assets1,421
Amount attributable to assets acquired$158,386
Fair value of liabilities assumed:
Accounts payable$364
Accrued liabilities1,708
Revenue payable14,371
Asset retirement obligations19,284
Amount attributable to liabilities assumed$35,727
Net assets acquired$122,659

Cash consideration included deposits into escrow of $14.2 million at signing and $6.9 million at closing for title defects. As of March 31, 2026, $4.6 million of the closing escrow was returned to the Company, $1.1 million was paid to the sellers and $1.2 million remains in escrow and is reflected as funds held in escrow in our condensed consolidated balance sheets.

The Company funded the acquisition with cash on hand and borrowings under our Credit Facility.

The Company may potentially pay the sellers quarterly earnout payments of up to $1.9 million per fiscal quarter during calendar years 2026 and 2027 if the NYMEX WTI quarterly average exceeds certain stated amounts set forth in the Purchase Agreement, ranging from $70 to $75 per barrel or higher. For the three months ended March 31, 2026, the average WTI was $72.67. The Company remeasured the fair value of its earnout payment liability at March 31, 2026, for the remaining 7 quarters and, as a result of the increase in the WTI forward strip pricing, a $4.1 million unrealized loss was reflected in loss on acquisitions and divestitures, net in our condensed consolidated statements of operations, inclusive of the payout of $937,500, which was realized and paid in April 2026. See additional information on the fair value measurement of the earnout payments in Note 7 - Fair Value Measurements.

Loss on acquisitions and divestitures, net consisted of the following:

Three Months Ended March 31,
20262025
(In thousands)
Gain on sale of oil and natural gas properties (1)$1,446$—
Loss on earnout liabilities - Silverback Acquisition(4,120)—
Loss on sale of other property and equipment(23)—
Total loss on acquisitions and divestitures, net$(2,697)$—

(1) Represents sale of interest in non-operated wells.

Post-Acquisition Operating Results

The results of operations attributable to the Silverback Acquisition since the closing date of the acquisition have been included in the condensed consolidated statements of operations and include$14.2 million of total revenues and$8.4 million of earnings, which represents total revenues less production taxes andlease operating expenses ("LOE"), for thethree months ended March 31, 2026.

Pro Forma Operating Results (Unaudited)

The results of operations of the Silverback Acquisition have been included in the Company's condensed consolidated financial statements since the closing date of the acquisition. The following supplemental, unaudited pro forma combined financial information for thethree months ended March 31, 2025, reflect the consolidated results of operations of the Company as if the Silverback Acquisition had occurred on January 1, 2024. The information below reflects pro forma adjustments based on available information and certain assumptions that the Company believes are factual and supportable. The unaudited pro forma information includes adjustments for (i) transaction costs being reclassified to the first quarter of 2024 instead of being recorded in the year ended December 31, 2025, (ii) depletion, depreciation and amortization expense and (iii) interest expense related to the financing for the Silverback Acquisition. In addition, the pro forma information has been effected for income taxes with a blended statutory rate of 25.7% for the three months ended March 31, 2025.

Three Months Ended
(In thousands, except per share amounts)
Total revenues$122,971
Net income$31,631
Basic net income per common share$1.50
Diluted net income per common share$1.50

The unaudited pro forma combined financial information is for informational purposes only and is not intended to represent or to be indicative of the combined results of operations that the Company would have reported had the Silverback Acquisition been completed as of January 1, 2024, and should not be taken as indicative of the Company's future combined results of operations. The actual results may differ significantly from that reflected in the unaudited pro forma combined financial information for a number of reasons, including, but not limited to, differences in assumptions used to prepare the unaudited pro forma combined financial information and actual results.

(5) Oil and Natural Gas Properties

Oil and natural gas properties, net are summarized below:

March 31, 2026December 31, 2025
(In thousands)
Proved$1,184,748$1,153,126
Unproved155,532155,979
Work-in-progress41,56925,668
Oil and natural gas properties$1,381,849$1,334,773
Accumulated depletion, amortization and impairment(363,681)(339,234)
Total oil and natural gas properties, net$1,018,168$995,539

Depletion expense for proved oil and natural gas properties was $24.8 million and $17.5 million, respectively, for the three months ended March 31, 2026, and 2025.

Exploration costs were $1 million and nominal for the three months ended March 31, 2026, and 2025, respectively, and were primarily attributable to the expiration of oil and natural gas leases.

(6) Derivative Instruments

Oil and Natural Gas Contracts

The Company uses commodity based derivative contracts to reduce exposure to fluctuations in oil and natural gas prices. While the use of these contracts partially limits the downside risk for adverse price changes, their use also partially limits future revenues from favorable price changes. We have not designated our derivative contracts as hedges for accounting purposes, and therefore changes in the fair value of derivatives are included and recognized in other expense in our accompanying condensed consolidated statements of operations.

As of March 31, 2026, the Company’s oil and natural gas derivative contracts consisted of fixed price swaps, costless collars and basis swaps. The following table summarizes the open financial derivative positions as of March 31, 2026, related to our future oil and natural gas production:

2026 · 2027 · 2028
Second QuarterThird QuarterFourth QuarterFirst QuarterSecond QuarterThird QuarterFourth QuarterFirst Quarter
Oil
WTI Oil Swaps
Volume (Bbl)960,0001,020,0001,020,000755,000620,000600,000570,000180,000
Weightedaverage price ($/Bbl)$62.52$62.59$62.42$62.24$62.42$62.13$62.45$72.11
WTI Oil Collars
Volume (Bbl)541,000570,000550,000475,000537,000400,000225,000180,000
Weighted average floor price ($/Bbl)$58.84$58.25$57.75$57.15$55.84$52.93$56.33$55.00
Weighted average ceilingprice ($/Bbl)$73.60$72.66$69.59$66.42$67.97$65.87$67.06$73.33
Natural Gas
Henry Hub Natural Gas Swaps
Volume (MMBtu)450,000300,000500,000600,000
Weighted average price ($/MMBtu)$3.64$3.59$4.07$4.19
Henry Hub Natural Gas Collars
Volume (MMBtu)900,000900,000600,000450,000
Weighted average floorprice ($/MMBtu)$3.05$3.05$3.43$3.80
Weighted average ceiling price ($/MMBtu)$3.74$3.74$4.79$5.84
Waha Basis Swaps
Volume (MMBtu)450,000450,000600,0003,150,0003,150,0003,150,0003,150,0001,800,000
Weighted average price ($/MMBtu)$(2.26)$(2.26)$(1.31)$(0.94)$(0.95)$(0.95)$(0.95)$(1.01)

Interest Rate Contracts

The Company entered into floating-to-fixed interest rate swaps, in which it will receive a floating market rate equal to one-month Chicago Mercantile Exchange Term Secured Overnight Financing Rate ("SOFR") Rate and will pay a fixed interest rate to manage future interest rate exposure related to the Company’s Credit Facility.

The following table summarizes the open interest rate derivative positions as of March 31, 2026:

Open Coverage PeriodPositionNotional AmountFixed Rate
(In thousands)
April 2026 - April 2026Long$30,0003.18%
April 2026 - April 2026Long$50,0003.04%
April 2026 - April 2027Long$45,0003.90%

Balance Sheet Presentation of Derivatives

The following tables present the location and fair value of the Company’s derivative contracts included in our accompanying condensed consolidated balance sheets:

Balance Sheet ClassificationGross Fair ValueAmounts NettedNet Fair Value
(In thousands)
Current derivative assets$8,728$(8,728)$—
Non-current derivative assets11,388(10,000)1,388
Current derivative liabilities(86,665)8,728(77,937)
Non-current derivative liabilities(24,587)10,000(14,587)
Total$(91,136)$—$(91,136)
Balance Sheet ClassificationGross Fair ValueAmounts NettedNet Fair Value
(In thousands)
Current derivative assets$22,121$(2,980)$19,141
Non-current derivative assets9,316(4,199)5,117
Current derivative liabilities(3,017)2,980(37)
Non-current derivative liabilities(4,311)4,199(112)
Total$24,109$—$24,109

The following table presents the components of the Company's loss on derivatives, net for the periods presented below:

Three Months Ended March 31,
20262025
(In thousands)
Settlements on derivative contracts$(11,725)$1,115
Non-cash loss on derivatives(115,245)(6,965)
Loss on derivatives, net$(126,970)$(5,850)

(7) Fair Value Measurements

The FASB has established a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. The hierarchy consists of three broad levels. Level 1 inputs are the highest priority and consist of unadjusted quoted prices in active markets for identical assets and liabilities. Level 2 are inputs other than quoted prices that are observable for the asset or liability, either directly or indirectly. Level 3 are unobservable inputs for an asset or liability.

The carrying values of financial instruments comprising cash, payables, receivables and advances from joint interest owners approximate fair values due to the short-term maturities of these instruments and are classified as Level 1 in the fair value hierarchy. The carrying value reported for the Credit Facility approximates fair value because the underlying instruments are at interest rates which approximate current market rates. The fair value of the Senior Notes is based on estimates of current rates available for similar issuances with similar maturities and is classified as Level 2 in the fair value hierarchy. The oil and natural gas properties acquired and ARO assumed in the Silverback Acquisition in addition to the fair value of assets and liabilities when considered for impairment are considered Level 3 measurements.

Assets and Liabilities Measured on a Recurring Basis

The fair values of commodity derivatives and interest rate swaps are estimated using discounted cash flow calculations based on forward curves and are classified as Level 2 within the fair value hierarchy. The following table summarizes the Company's financial assets and liabilities that were accounted for at fair value on a recurring basis by level within the fair value hierarchy:

March 31, 2026
Level 1Level 2Level 3Total
(In thousands)
Financial assets:
Commodity derivative assets$—$20,116$—$20,116
Financial liabilities:
Commodity derivative liabilities$—$(111,186)$—$(111,186)
Interest rate liabilities$—$(66)$—$(66)
Silverback earnout payment liabilities$—$—$(7,220)$(7,220)
December 31, 2025
Level 1Level 2Level 3Total
(In thousands)
Financial assets:
Commodity derivative assets$—$31,437$—$31,437
Financial liabilities:
Commodity derivative liabilities$—$(7,179)$—$(7,179)
Interest rate liabilities$—$(149)$—$(149)
Silverback earnout payment liabilities$—$—$(3,100)$(3,100)

Silverback Earnout Payments

The earnout payments in connection with the Silverback Acquisition were valued using a Monte Carlo simulation model that incorporated forward strip pricing as of March 31, 2026. The valuation process involved modeling the potential earnout payments over numerous scenarios based on WTI futures prices. The average expected value from the simulations was then discounted using the Company's weighted average cost of debt. Based on the forward strip pricing as of March 31, 2026, the earnout payment liability was increased from $3.1 million to $7.2 million, which includes $937,500 realized and paid in April 2026 and $6.3 million unrealized. The fair value of the unrealized earnout payments is considered a Level 3 measurement due to the unobservable inputs including volatility and the discount rate, as well as the detailed modeling required to estimate fair value. See Note 4 - Acquisitions and Divestitures for additional information on the earnout payments. The following table summarizes the changes in the fair value of our Silverback earnout payments, in addition to the range and arithmetic mean of the significant unobservable inputs used in the Level 3 fair value measurement:

Unobservable Inputs
Fair Value(In thousands)Valuation TechniqueWTI Futures (Arithmetic Average)
December 31, 2025$3,100Monte Carlo$56.91 - $57.96 ($57.23)
Loss on earnout liabilities4,120
March 31, 2026$7,220Monte Carlo$68.09 - $98.64 ($74.07)

As of March 31, 2026, $4.5 million, which includes the earned payout of $937,500 for the first quarter of 2026, is accrued in other current liabilities and $2.7 million is accrued in other long-term liabilities in ouraccompanying condensed consolidated balance sheets.

Liabilities Not Measured on a Recurring Basis

The following table summarizes the fair value and carrying amount of the Company's financial instruments:

March 31, 2026December 31, 2025
Carrying AmountFair ValueCarrying AmountFair Value
(In thousands)
Credit Facility (Level 2)$107,000$107,000$110,000$110,000
Senior Notes (Level 2)(1)$133,675$143,798$137,855$149,312

(1)The carrying value for the Senior Notes is shown net of unamortized discount and unamortized deferred financing costs.

The carrying value reported for the Credit Facility approximates fair value because the underlying instruments are at interest rates which approximate current market rates. The fair value of the Senior Notes was determined utilizing a discounted cash flow approach.

(8) Equity Method Investment

RPC Power

RPC Power LLC ("RPC Power") is our power-focused joint venture with Conduit Power LLC, in which we have 50% ownership. The Company is currently involved intwo projects with RPC Power.

The first project provides a portion of our electric power needs for our field operations in our Champions field. This project consists oftwo sites located within the Company's operating area. The power generated and delivered by RPC Power is consumed by operating activities and not sold to the electric grid.

The second project is intended to provide power for the sale into ERCOT, the primary electric grid of Texas, with none of the generation consumed by Riley Permian. This project consists offour sites located outside of the Company's operating area, but in the west Texas region.

As the Company has significant influence due to our ownership percentage, but lacks control, RPC Power is accounted for as an equity method investment. In November 2024, the Company signed the Second Amendment to the A&R LLC Agreement, which increased the capital commitment for each owner from $42.5 million to $51.5 million. As of March 31, 2026, the Company had invested $43.5 million in the joint venture, comprised of $41.2 million in cash and $2.3 million of contributed assets, which was reduced by distributions and the Company's share of losses and increased by our share of income in the joint venture.

During the three months ended March 31, 2026, the Company contributed an additional $4.0 million to RPC Power. The Company has a remaining commitment to invest up to an additional $8.0 million, if required, to fund our portion of the future capital budget for the RPC Power joint venture. On December 31, 2025, RPC Power declared a $3 million dividend, of which $1.5 million was the Company's portion. The dividend was paid in January 2026.

See Note 9 - Transactions with Related Parties for further discussion of the contractual agreements between the Company and RPC Power and its affiliates and Note 15 - Commitments and Contingencies for additional information on future commitments.

The following table presents the Company's equity method investment activity:

Three Months Ended March 31,
20262025
(In thousands)
Equity method investment, beginning balance$36,188$22,811
Contributions4,0006,250
Loss from equity method investment(368)(119)
Equity method investment, ending balance$39,820$28,942

(9) Transactions with Related Parties

RPC Power

In January 2023, the Company entered into a 10-year agreement with RPC Power, which provides for the conversion of specified quantities of the Company’s produced natural gas to electricity to power a portion of our oilfield operations in our Champions field ("Tolling Agreement"). The Tolling Agreement was amended and restated in June 2024 ("A&R Tolling Agreement") primarily to reflect the new in-service date of September 2024. The Company also entered into a 10-year agreement (“Asset Optimization Agreement”) in January 2023 that requires RPC Power to provide operational expertise on the implementation and management of the power generating assets subject to the A&R Tolling Agreement for a monthly fee of $20 thousand.

In May 2024, the Company entered into the Second Amended and Restated Limited Liability Company Agreement (“A&R LLC Agreement”) to expand the scope of our joint venture to include the constructing, owning and operating of additional new power generation and storage assets, for the sale of energy and ancillary services to ERCOT ("Merchant Deal").

In May 2024, the Company entered into a 10-year natural gas supply agreement ("Supply Agreement") with RPC Merchant LLC, a wholly owned subsidiary of RPC Power ("RPC Merchant"), to supply natural gas to fuel the natural gas generators under the Merchant Deal. The Company's commitment under the Supply Agreement is contingent upon project start-up which is expected to commence during the second half of 2026.

The Company incurred LOE from RPC Power of approximately $2.0 million and $1.6 million, respectively, for the three months ended March 31, 2026, and 2025. As of March 31, 2026, and December 31, 2025, the Company had approximately $0.7 million accrued for RPC Power, which was included in accrued liabilities in our accompanying condensed consolidated balance sheets.

See additional information related to RPC Power in Note 8 - Equity Method Investment and Note 15 - Commitments and Contingencies for additional information on future commitments.

Consulting and Legal Fees

The Company has an engagement agreement with di Santo Law PLLC ("di Santo Law"), a law firm owned by Beth di Santo, a member of our Board of Directors, pursuant to which di Santo Law's attorneys provide legal services to the Company.

The Company incurred legal fees from di Santo Law of approximately$0.3 million and$0.4 million for the three months ended March 31, 2026, and 2025, respectively. As of March 31, 2026, and December 31, 2025, the Company had approximately $1.8 million and $1.7 million, respectively, in amounts accrued for di Santo Law, which was included in other current liabilities in our accompanying condensed consolidated balance sheets.

(10) Long-Term Debt

The following table summarizes the Company's outstanding debt:

March 31, 2026December 31, 2025
(In thousands)
Credit Facility$107,000$110,000
Senior Notes
Principal$140,000$145,000
Less: Unamortized discount(1)4,5065,095
Less: Unamortized deferred financing costs(1)1,8192,050
Total Senior Notes$133,675$137,855
Total debt$240,675$247,855
Less: Current portion of long-term debt(2)20,00020,000
Total long-term debt$220,675$227,855

(1)Unamortized discount and unamortized deferred financing costs are attributable to and amortized over the term of the Senior Notes.

(2)As of March 31, 2026, and December 31, 2025, the current portion of long-term debt reflects $20 million due on the Senior Notes over the next twelve months.

Credit Facility

As of March 31, 2026, Riley Exploration - Permian, LLC ("REP LLC"), as borrower, and the Company, as parent guarantor, are parties to a credit agreement with Truist Bank and certain lenders party thereto, as amended, which provides for a Credit Facility with a borrowing base of $400 million. On December 13, 2024, the Company entered into the sixteenth amendment to the Credit Facility to, among other things, extend the stated maturity date from April 2026 to December 2028 (or if any Senior Notes are then outstanding, the date that is 181 days prior to the earliest stated maturity date of such Senior Notes, in this case October 2027) and increased the borrowing base from $375 million to $400 million, which was reaffirmed in December 2025 with the removal of the natural gas hedging requirement. Substantially all of the Company’s assets are pledged to secure the Credit Facility.

The Credit Facility contains certain covenants, which, among other things, require the maintenance of (i) a total leverage ratio of not greater than 3.00 to 1.00 and (ii) a minimum current ratio of not less than 1.0 to 1.0 as of the last day of any quarter. The Credit Facility also contains a total leverage ratio for the regulation of Restricted Payments, as defined in the credit agreement after giving pro forma effect to such Restricted Payments, which includes payments to any holder of the Company's shares, would not exceed 2.50 to 1.00. If the Company's leverage ratio, after giving pro forma effect to such Restricted Payments (as defined in the Credit Agreement), is above 2.0 to 1.0, then an additional test of free cash flow is applied, and the Company will only be permitted to make such Restricted Payments if such payment does not exceed the Company's free cash flow. In addition to and after giving effect to such Restricted Payments, the availability of funds under the Company's Credit Facility must be greater than or equal to 20% of the elected commitments. The Company must maintain a minimum hedging requirement for oil based on our proved developed producing projected volumes on a rolling 24-month basis.

The following table summarizes the Credit Facility balances:

March 31, 2026December 31, 2025
(In thousands)
Outstanding borrowings$107,000$110,000
Available under the borrowing base$293,000$290,000

See additional information regarding the Credit Facility in Note 16 - Subsequent Events.

Senior Notes

On April 3, 2023, the Company (as issuer) completed our issuance of $200 million aggregate principal amount of 10.50% senior unsecured notes with final maturity in April 2028 pursuant to a note purchase agreement (the "Note Purchase Agreement"), with the Senior Notes issued at a 6% discount.

Interest is due and payable at the end of each quarter. In addition to interest, the Company will repay 2.50% of the original principal amount each quarter resulting in $5 million quarterly principal payments until the maturity of the Senior Notes. As of March 31, 2026, the Company had $20 million in current liabilities in our accompanying condensed consolidated balance sheets related to the quarterly principal payments due within the next 12 months.

The Company may, at our option, redeem, at any time and from time to time on or prior to April 3, 2026, some or all of the Senior Notes at 100% of the principal amount thereof plus the make-whole amount plus a premium of 5.25% as set forth in the Note Purchase Agreement plus accrued and unpaid interest, if any. After April 3, 2026, but on or prior to October 3, 2026, the Company may, at our option, redeem, at any time and from time to time some or all of the Senior Notes at 100% of the principal amount thereof plus a premium of 5.25% as set forth in the Note Purchase Agreement plus accrued and unpaid interest, if any. After October 3, 2026, the Company may redeem some or all of the Senior Notes at 100% of the principal amount thereof plus accrued and unpaid interest, if any. The principal remaining outstanding at the time of maturity is required to be paid in full by the Company. Certain note features, including those discussed above, were evaluated and deemed to be remote. Due to the remote nature, the fair value of these features was estimated to be approximately zero.

The Senior Notes contain certain covenants, which, among other things, require the maintenance of (i) a total leverage ratio of not greater than 3.00 to 1.00 and (ii) an asset coverage ratio greater than 1.50 to 1.00. The Senior Notes also contain a total leverage ratio and an asset coverage ratio for Restricted Payments, as defined in the Note Purchase Agreement. The leverage ratio, after giving pro forma effect to such Restricted Payments, cannot exceed 2.00 to 1.00, and the asset coverage ratio, after giving effect to such Restricted Payments, must be greater than or equal to 1.50 to 1.00. In addition to and after giving effect to such Restricted Payments, the availability of funds under the Company's Credit Facility must be greater than or equal to 15% of the Aggregate Elected Commitment Amount, as defined in the Note Purchase Agreement. Upon issuance of the Senior Notes, the Company must maintain a minimum hedging requirement included within the Senior Notes for oil and natural gas based on our proved developed producing projected volumes for oil and natural gas on a rolling 18-month basis.

The Senior Notes are general unsecured obligations ranking equally in right of payment with all other senior unsecured indebtedness of the Company and are senior in right of payment to all existing and future subordinated indebtedness of the Company. The Note Purchase Agreement contains customary terms and covenants, including limitations on the Company’s ability to incur additional secured and unsecured indebtedness.

The following table summarizes the Company's interest expense:

Three Months Ended March 31,
20262025
(In thousands)
Interest expense$5,362$6,025
Interest income(175)(130)
Capitalized interest(291)(691)
Amortization of deferred financing costs593568
Amortization of discount on Senior Notes589614
Unused commitment fees on Credit Facility279275
Total interest expense, net$6,357$6,661

During the three months ended March 31, 2026, and 2025, the weighted average interest rate on the Credit Facility was 6.53% and 7.25%, respectively.

As of March 31, 2026, the Senior Notes had $4.5 million of unamortized discount and $1.8 million of unamortized deferred financing costs, resulting in an effective interest rate of 13.4% during the three months ended March 31, 2026. As of December

31, 2025, the Senior Notes had $5.1 million of unamortized discount and $2.1 million of unamortized deferred financing costs, resulting in an effective interest rate of 13.4% during the year ended December 31, 2025.

As of March 31, 2026, the Company was in compliance with all covenants contained in the Credit Agreement and Note Purchase Agreement.

(11) Shareholders' Equity

Dividends

For the three months ended March 31, 2026, and 2025, the Company declared quarterly dividends on our common stock totaling approximately $8.6 million and $8.2 million, respectively.

Stock-Based Compensation

In April 2023, at the Company's annual meeting of stockholders, the Company's stockholders approved the Amended and Restated 2021 Long Term Incentive Plan (the "A&R LTIP") which authorized up to 2,337,022 shares of common stock that may be granted as awards under the A&R LTIP. As of March 31, 2026, the A&R LTIP had 345,122 shares remaining that are available for future awards.

In March 2025, the Company introduced performance-based restricted stock awards to further align the compensation of the Company's executive officers with the long-term growth of the Company and the interests of its shareholders. Performance stock awards may be earned based on the Company’s achievement of total shareholder return ("TSR") relative to its peer group during the applicable three-year performance period. Payouts for the executive officers can range from 0% to 200% of the target and have cliff-vesting after three years, with dividends paid on the number of shares vested. As a result, the Company has reduced the remaining shares available to be granted as awards under the A&R LTIP by 168,406 shares (the full 200%), which assumes the highest percentage payout for the performance stock awards. The number of unvested shares of performance restricted stock used to calculate our fully diluted shares based on the Company's relative TSR ranking as of March 31, 2026, and December 31, 2025, is 122,936 and 149,039, respectively.

There were no performance stock awards granted during the three months ended March 31, 2026. During the three months ended March 31, 2025, the fair value of performance awards were estimated as of the date of grant using a Monte Carlo simulation with the following assumptions:

Grant-date fair value$45.07
Risk-free interest rate4.02%
Volatility factor55.88%

2021 Long-Term Incentive Plan

The following table presents the Company's restricted stock activity during the three months ended March 31, 2026, under the A&R LTIP:

Restricted Stock Awards
SharesWeighted Average Grant Date Fair Value
Unvested at December 31, 2025569,150$29.67
Granted167,690$33.44
Vested(20,852)$23.58
Forfeited(355)$30.00
Unvested at March 31, 2026715,633$30.73

For the three months ended March 31, 2026, and 2025, the total stock-based compensation expense was $2.3 million and $1.4 million, respectively. Stock-based compensation expense is included in general and administrative costs in the Company's accompanying condensed consolidated statements of operations for the restricted stock awards granted under the A&R LTIP.

The following table presents unrecognized stock-based compensation expense expected to be recognized and the related weighted average recognition period associated with unvested shares as of March 31, 2026:

Restricted Stock AwardsPerformance Stock Awards
Unrecognized compensation expense (in millions)$15.4$2.5
Weighted average period for recognition (months)2624

Share Repurchases

In December 2025, our Board of Directors approved a stock repurchase program (the “Repurchase Program”) authorizing the repurchase of up to $100 million of our common stock from time to time over a period of 24 months, including through open market purchases, through block trades, in privately negotiated transactions, or by other means, including through the use of trading plans, each in accordance with applicable securities laws and other restrictions. The Repurchase Program does not obligate us to purchase any common stock and may be suspended from time to time, modified, extended or discontinued by the Board at any time. Under the Repurchase Program,152,408 shares were purchased and subsequently retired during the three months ended March 31, 2026. The remaining repurchase authority under the Repurchase Program at March 31, 2026, was $96 million.

(12) Income Taxes

The components of the Company's consolidated provision for income taxes from operations are as follows:

Three Months Ended March 31,
20262025
(In thousands)
Current income tax expense:
Federal$770$9,124
State250941
Total current income tax expense$1,020$10,065
Deferred income tax benefit:
Federal$(22,374)$(1,800)
State(934)(26)
Total deferred income tax benefit$(23,308)$(1,826)
Total income tax (benefit) expense$(22,288)$8,239

Beginning in the first quarter of 2026, the Company elected to change its interim income tax reporting methodology from the income statement method to the balance sheet method and will apply this method consistently for the remainder of the fiscal year. The change was made because significant unrealized losses on derivative instruments recognized during the three months ended March 31, 2026 are expected to reverse in future periods, and use of the income statement method would have caused a disproportionate amount of the related tax benefit to be recognized in the first quarter. Under the balance sheet method, interim income tax expense is based on changes in deferred tax assets and liabilities during the period, which the Company believes more appropriately reflects the allocation of the annual effective tax rate between current and deferred income tax expense. This change affects only the allocation of the interim income tax expense between current and deferred income tax expense and does not affect the Company’s full-year effective tax rate or total quarterly income tax expense.

A reconciliation of the statutory federal income tax rate to the Company's effective income tax rate is as follows:

Three Months Ended March 31,
20262025
AmountPercentAmountPercent
(In thousands, except percentages)
U.S federal statutory tax rate$(19,472)21.0%$7,24821.0%
State income taxes, net of federal income tax effect(1)(2,209)2.4%7232.1%
Nondeductible items:
Nondeductible compensation(559)0.6%2690.8%
Stock-based compensation(13)—%(5)—%
Other(35)—%4—%
Effective income tax rate$(22,288)24.0%$8,23923.9%

(1)State taxes in New Mexico and Texas make up the tax effect in this category.

Cash paid for income taxes was as follows:

Three Months Ended March 31,
20262025
(In thousands)
Total federal$10,000$9,000
Total state and local——
Total income taxes paid$10,000$9,000

The Company's federal income tax returns for the years subsequent to December 31, 2021, remain subject to examination. The Company's income tax returns in major state income tax jurisdictions remain subject to examination for various periods subsequent to December 31, 2020. The Company currently believes that all other significant filing positions are highly certain and that all of our other significant income tax positions and deductions would be sustained under audit or the final resolution would not have a material effect on our consolidated financial statements. Therefore, the Company has not established any reserves for uncertain tax positions.

(13) Net Income Per Share

The Company calculated net income per share using the treasury stock method. The table below sets forth the computation of basic and diluted net income per share:

Three Months Ended March 31,
20262025
(In thousands, except per share amounts)
Net income (loss)$(70,434)$28,633
Basic weighted average common shares outstanding20,86921,111
Restricted shares——
Diluted weighted average common shares outstanding20,86921,111
Basic net income (loss) per share$(3.38)$1.36
Diluted net income (loss) per share$(3.38)$1.36

The following shares were excluded from the calculation of diluted net income per share due to their anti-dilutive effect:

Three Months Ended March 31,
20262025
(In thousands)
Restricted shares698427

(14) Segments

The Company’s oil and gas exploration and production activities are solely focused in the U.S. For financial reporting purposes, the Company aggregates our operating segments intoone reporting segment due to the similar nature of these operations.

The following table presents consolidated net income, the significant measure of profit and loss used by the CODM, as well as total assets, capital expenditures and our equity method investment for the Company's single reportable segment:

Three Months Ended March 31,
20262025
(In thousands)
Total Revenues$113,881$102,457
Less:
Lease operating expenses24,07118,331
Production and ad valorem taxes9,0326,670
Exploration costs9679
Depletion, depreciation, amortization and accretion25,72019,138
Administrative Costs8,1207,438
Stock-based compensation expense2,3011,369
Interest expense, net of capitalized interest(1)6,5326,791
Interest income(175)(130)
Loss on derivatives, net126,9705,850
Loss from equity method investment368119
Loss on acquisitions and divestitures, net2,697—
Income tax (benefit) expense(22,288)8,239
Segment net income (loss)(2)$(70,434)$28,633
Total assets$1,180,081$994,944
Capital expenditures(3)$47,087$24,000
Equity method investment$39,820$28,942

(1)Interest expense is shown gross of or prior to the effect of interest income.

(2)There are no reconciling items between net income (loss) presented in our accompanying condensed consolidated statements of operations and segment net income (loss).

(3)Capital expenditures are accrual (activity-based) before acquisitions.

(15) Commitments and Contingencies

Legal Matters

Due to the nature of the Company's business, the Company may at times be subject to claims and legal actions. The Company accrues liabilities when it is probable that future costs will be incurred, and such costs can be reasonably estimated. Such accruals are based on developments to date and the Company’s estimates of the outcomes of these matters. The Company did not recognize any material liability for legal matters as of March 31, 2026, or December 31, 2025. Management believes it is remote that the impact of such matters will have a materially adverse effect on the Company’s financial position, results of operations, or cash flows.

Environmental Matters

The Company is subject to various federal, state and local laws and regulations relating to the protection of the environment. These laws, which are often changing, regulate the discharge of materials into the environment and may require the Company to remove or mitigate the environmental effects of the disposal or release of petroleum or chemical substances at various sites. The Company hadno material environmental liabilities as of March 31, 2026, or December 31, 2025.

Contractual Commitments

The Company is a party to a gas gathering, treating and processing agreement with Targa Northern Delaware LLC ("Targa") in Texas. Under the terms of the agreement, the Company agreed to deliver an annual minimum volume during the contract term. As of March 31, 2026, approximately five years remain under this contract.

Under the A&R Tolling Agreement with RPC Power, the Company has committed to provide specified quantities of our natural gas for 10 years following the in-service date of September 2024, for a fee based on a per MMBtu basis adjusted for contractual usage factors. The Company also entered into the Asset Optimization Agreement that requires RPC Power to provide operational expertise on the implementation and management of the power generating assets subject to the A&R Tolling Agreement for a monthly fee of $20 thousand.

Under the Supply Agreement with RPC Merchant, the Company agreed to supply natural gas to fuel the natural gas generators under the Merchant Deal for 10 years. The Company's commitment under the Supply Agreement is contingent upon project start-up which is expected to commence during the second half of 2026.

Under the A&R LLC Agreement with RPC Power, the Company agreed to make additional capital contributions to fund its portion of the capital budget for RPC Power. The Company's remaining commitment, if required, is $8.0 million.

See Note 8 - Equity Method Investment and Note 9 - Transactions with Related Parties for additional information related to RPC Power.

Midstream Gas Purchase Agreement

On December 31, 2024, the Company signed a long-term gas purchase agreement for the Company's New Mexico field with Targa, which was amended and restated ("the A&R Gas Purchase Agreement") in connection with the Company's December 2025 sale of Dovetail Midstream, LLC, a wholly owned subsidiary of the Company that holds certain midstream infrastructure projects in Eddy County, New Mexico, to Targa. The agreement has a minimum volume commitment in New Mexico for an initial 15-year term from the in-service date, which is expected to commence before the end of 2026.

Waterbridge

On January 6, 2026, the Company entered into a 15-year water management services agreement ("Waterbridge Agreement") with Waterbridge Stateline LLC ("Waterbridge") to deliver a portion of its New Mexico produced water for disposal purposes within a specified dedicated area. During the first 7 years of the agreement, the Company has both annual and a cumulative volume commitment to deliver minimum quantities of produced water. The in-service date is expected to be September 2026.

(16) Subsequent Events

Dividend Declaration

On April 15, 2026, the Board of Directors of the Company declared a cash dividend of $0.40 per share of common stock payable on May 13, 2026 to our shareholders of record at the close of business on April 29, 2026.

Credit Facility Redetermination

On April 30, 2026, in connection with the semi‑annual redetermination process under the Company’s Credit Facility, the Company entered into the eighteenth amendment to the Credit Facility, which among other things, increased the Company’s borrowing base from $400 million to $425 million and documented the Company's election to maintain commitments thereunder at $400 million. In addition, the eighteenth amendment shortens the springing maturity of the Credit Facility in advance of the Senior Notes from 181 days to 91 days, effectively extending the maturity date for the Credit Facility to January 2028, given the April 2028 stated maturity of the Senior Notes. All other significant terms of the Credit Facility remained unchanged. The Company was in compliance with all covenants under the Credit Facility as of March 31, 2026.

Equity Investment Contribution

On May 1, 2026, the Company contributed an additional $2.5 million to its equity method investment, RPC Power.

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