Riley Exploration Permian, Inc.

Base Salary

Base salary is the fixed annual compensation the Company pays to each of the Named Executive Officers for carrying out their specific job responsibilities, and reflects their experience and expertise. Base salaries are a meaningful component of the total annual cash compensation paid to the Company’s Named Executive Officers.

The Compensation Committee reviews the base salaries for each Named Executive Officer periodically and has historically made adjustments upon consideration of various factors, including but not limited to: (a) any increase or decrease in the Named Executive Officer’s responsibilities, (b) the Named Executive Officer’s job performance, and (c) the level of compensation paid to senior executives at the Compensation Peer Group companies with whom the Company competes for executive talent, and (d) other factors that it deems relevant.

For 2024, the Compensation Committee reviewed base salary data for similarly situated executives in the Compensation Peer Group. The Committee determined that the 2023 base salary rates for the Named Executive Officers appropriately reflected Riley Permian’s positioning and performance as compared to the Compensation Peer Group and current industry conditions. As a result, no salary adjustments were implemented for 2024.

Below is a summary of base salaries for each NEO as of December 31, 2023, and December 31, 2024. Because these amounts reflect each NEO’s base salary as of the dates indicated, this information may vary from the information provided in the Summary Compensation Table, which reflects actual base salary earnings in 2024, including the effect of salary changes during the year.

Annual Incentive Bonus

The Company’s employment agreements for our Named Executive Officers in effect in 2024 provided for annual incentive bonus targets of 50% of base salary. In the first quarter of each year the Compensation Committee reviews and approves the performance objectives and quantitative goals that are used in the determination of earned annual incentive bonus awards.

Following the completion of the performance year, the Compensation Committee approves the annual incentive bonus awards. The Compensation Committee considers overall Company and individual performance against the performance objectives for the year, the awards historically given to the Named Executive Officers, and input from the Chief Executive Officer.

In developing its recommendations for the annual incentive bonus awards for 2024, the Compensation Committee considered several factors, including performance in the following key areas relative to the Company’s budget:

The Compensation Committee also considered the Company’s continued progress on our key strategic priorities which include disciplined capital investment, infrastructure project investments and returning value to stockholders.

In its discretion, the Compensation Committee approved individual annual incentive bonus awards for 2024 performance in the amounts described below for each Named Executive Officer.

Effective for 2025, the Company adopted a scorecard framework for the 2025 annual incentive bonus program with objective and quantitative metrics. Refer to the 2025 Compensation Program Enhancements disclosure below.

One-time cash award for Bobby Riley. In December 2024, the Compensation Committee also approved a lump sum cash award for our Chief Executive Officer, Bobby Riley, to recognize his extraordinary performance and track record of financial and operational success in the amount of $675,000 and after a review of the Company’s Compensation Peer Group CEO compensation. This award was paid to Bobby Riley on December 31, 2024.

Annual Equity Awards

In 2024, NEOs continued to receive time-based restricted stock awards. The Compensation Committee believes that restricted stock awards effectively align the long-term interests of our NEOs with those of our stockholders by linking the value delivered to our executives to the value of our stock.

The table below summarizes the restricted stock awards granted to each NEO on April 11, 2024.

In 2025, we introduced performance-based restricted stock awards into the annual long-term incentive awards. Refer to the 2025 Compensation Program Enhancements disclosure below.

Grant Practices Regarding Equity

The Compensation Committee approves and grants annual equity awards in the spring each year. In certain circumstances, including the hiring or promotion of an officer, the Compensation Committee may approve grants to be effective at other times. The Compensation Committee does not take material nonpublic information into account when determining the timing and terms of equity awards. Instead, the timing of grants is in accordance with the yearly compensation cycle, with awards granted at the start of the new fiscal year to incentivize delivering on the Company's strategic objectives for the new fiscal year. The Company has not timed the disclosure of material nonpublic information to affect the value of compensation. Any coordination between a grant and the release of information that could be expected to affect such grant's value is precluded by the predetermined schedule. We do not currently grant stock options as part of our equity compensation programs. If stock options were to be granted in the future to employees, including executive officers, or non-employee directors, the Company would not grant such options in anticipation of the release of material nonpublic information that is likely to result in changes to the price of our common shares. In addition, we generally do not grant stock options (i) during trading blackout periods established under our insider trading policy, or (ii) at any time during the four business days prior to or the one business day following the filing of our periodic reports or the filing or furnishing of a Form 8-K that discloses material nonpublic information. These restrictions do not apply to other types of equity awards that do not include an exercise price related to the market price of our common shares on the date of grant.

During fiscal year 2024, (i) none of our NEOs were awarded stock options with an effective grant date during any period beginning four business days before the filing or furnishing of a Form 10-Q, Form 10-K, or Form 8-K that disclosed material nonpublic information, and ending one business day after the filing or furnishing of such reports, and (ii) we did not time the disclosure of material nonpublic information for the purpose of affecting the value of executive compensation.

2025 Compensation Program Enhancements

2025 Annual Incentive Bonus Program. In March 2025, the Compensation Committee adopted a new scorecard framework for the 2025 Annual Incentive Bonus Program in order to make the determination of awards based primarily on quantitative and objective metrics. Under the new structure, 70% of the total metric weighting is allocated to quantitative metrics. The remaining 30% of the annual incentive bonus opportunity is based on the achievement of strategic objectives that are critical to the Company’s business plan. The Compensation Committee approved the following performance metrics and weightings for the 2025 program.

Target performance levels for each performance objective were established by the Compensation Committee in the first quarter of 2025 and set at challenging levels that were both consistent with our long-term goals and intended to incentivize and reward superior performance. In addition, a threshold level of performance is established for each performance objective, and if threshold performance for a performance objective is not achieved, no bonus amount is earned in respect of that performance objective.

2025 Annual Equity Awards. In 2025, we introduced performance-based restricted stock awards to further align our Named Executive Officers with the long-term growth of the company and the interests of our stockholders. Initially, performance-based restricted stock awards represent 30% of total award value and may be earned based on the Company’s achievement of total shareholder return (“TSR”) relative to a TSR performance peer group during the applicable three-year performance period. Payouts for the Named Executive Officers can range from 0% to 200% of target. The Committee will evaluate the role of performance-based restricted stock awards as part of the annual equity awards and may adjust the weighting accordingly.

The remaining 70% of 2025 annual equity awards value is delivered in the form of time-based restricted stock awards which vest ratably over three years.

Other Compensation Matters