Phoenix Energy One, LLC
For the period ended Mar 31, 2025. Filed May 16, 2025.
View on SEC.govAbout this filing
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, 2025 · Filed May 16, 2025
PHXE-P$25.35+0.1%Stored close · as of Nov 9, 2026
Extracted filing text, with the paragraph anchors used by the comparison.
See the whole filing, with its images and exhibitsContents
Item 6. Exhibits
| Incorporated by Reference | |||||
|---|---|---|---|---|---|
| Exhibit No. | Exhibit Description+ | Form | Date of FirstFiling | ExhibitNumber | FiledHerewith |
| 3.1 | Certificate of Formation of Phoenix Capital Group Holdings, LLC, dated as of April 16, 2019. | S-1 | 10/29/2024 | 3.1 | |
| 3.2 | Certificate of Amendment to the Certificate of Formation of Phoenix Energy One, LLC, dated as of January 23, 2025. | S-1/A | 03/28/2025 | 3.2 | |
| 3.3 | Second Amended and Restated Limited Liability Company Agreement of Phoenix Energy One, LLC, dated as of January 23, 2025. | S-1/A | 03/28/2025 | 3.3 | |
| 4.1 | Indenture, by and between Phoenix Energy One, LLC and UMB Bank, N.A., as trustee, dated May 14, 2025, governing the Registered Notes. | * | |||
| 4.2 | Form of Cash Interest Note (included in Exhibit 4.1) | * | |||
| 4.3 | Form of Compound Interest Note (included in Exhibit 4.1) | * | |||
| 4.4 | Indenture, by and between Phoenix Capital Group Holdings, LLC and UMB Bank, N.A., as trustee, dated as of January 12, 2022, governing the Reg A Bonds. | S-1 | 10/29/2024 | 4.4 | |
| 4.5 | First Supplemental Indenture, by and between Phoenix Capital Group Holdings, LLC and UMB Bank, N.A., as trustee, dated as of February 1, 2022. | S-1 | 10/29/2024 | 4.5 | |
| 4.6 | Second Supplemental Indenture, by and between Phoenix Capital Group Holdings, LLC and UMB Bank, N.A., as trustee, dated as of July 18, 2022. | S-1 | 10/29/2024 | 4.6 | |
| 4.7 | Third Supplemental Indenture, by and between Phoenix Capital Group Holdings, LLC and UMB Bank, N.A., as trustee, dated as of May 25, 2023. | S-1 | 10/29/2024 | 4.7 | |
| 4.8 | Form of Reg A Bond. | S-1 | 10/29/2024 | 4.8 | |
| 4.9 | Form of Adamantium Bond. | S-1 | 10/29/2024 | 4.9 | |
| 4.10 | Form of 2020 506(b) Bond and 2020 506(c) Bond. | S-1 | 10/29/2024 | 4.10 | |
| 4.11 | Form of July 2022 506(c) Bond. | S-1 | 10/29/2024 | 4.11 | |
| 4.12 | Form of December 2022 506(c) Bond (Series AAA through Series D-1). | S-1 | 10/29/2024 | 4.12 | |
| 4.13 | Indenture, by and between Phoenix Capital Group Holdings, LLC and UMB Bank, N.A., as trustee, dated as of August 25, 2023, governing the August 2023 506(c) Bonds. | S-1 | 10/29/2024 | 4.13 | |
| 4.14 | Form of August 2023 506(c) Bond (Series U through Series Z-1). | S-1 | 10/29/2024 | 4.14 | |
| 4.15 | First Supplemental Indenture, by and between Phoenix Capital Group Holdings, LLC and UMB Bank, N.A., as trustee, dated as of August 20, 2024, governing the August 2023 506(c) Bonds. | S-1 | 10/29/2024 | 4.15 | |
| 4.16 | Form of August 2023 506(c) Bond (Series AA through Series JJ-1) (included in Exhibit 4.15). | S-1 | 10/29/2024 | 4.16 | |
| 4.17 | Second Supplemental Indenture, by and between Phoenix Capital Group Holdings, LLC and UMB Bank, N.A., as trustee, dated as of October 17, 2024, governing the August 2023 506(c) Bonds. | S-1 | 10/29/2024 | 4.17 | |
| 4.18 | Third Supplemental Indenture, by and between Phoenix Energy One, LLC and UMB Bank, N.A., as trustee, dated as of May 14, 2025, governing the August 2023 506(c) Bonds. | * | |||
| 4.19 | Indenture, by and between Phoenix Energy One, LLC and UMB Bank, N.A., as trustee, dated as of May 15, 2025, governing the Exchange Notes. | * | |||
| 4.20 | Form of Cash Interest Exchange Note (included in Exhibit 4.19) | * | |||
| 4.21 | Form of Compound Interest Exchange Note (included in Exhibit 4.19) | * | |||
| 10.1++ | Second Amended and Restated Limited Liability Company Agreement of Phoenix Equity Holdings, LLC, dated as of December 4, 2024. | S-1/A | 12/30/2024 | 10.4 | |
| 10.2 | First Amendment to the Second Amended and Restated Limited Liability Company Agreement of Phoenix Equity Holdings, LLC, dated as of April 25, 2025. | S-1/A | 04/25/2025 | 10.30 | |
| 10.3 | Commercial Credit Agreement, by and among Phoenix Capital Group Holdings, LLC, Phoenix Operating LLC, and Amarillo National Bank, dated as of July 24, 2023. | S-1 | 10/29/2024 | 10.1 | |
| 10.4 | Security Agreement, by and between Phoenix Capital Group Holdings, LLC and Amarillo National Bank, LLC, dated as of July 24, 2023. | S-1 | 10/29/2024 | 10.2 | |
| 10.5 | Promissory Note, by and among Phoenix Capital Group Holdings, LLC, Phoenix Operating LLC, and Amarillo National Bank, LLC, dated as of July 24, 2023. | S-1 | 10/29/2024 | 10.3 | |
| 10.6 | Modification of Promissory Note, by and among Phoenix Capital Group Holdings, LLC, Phoenix Operating, LLC, and Amarillo National Bank, dated as of July 24, 2024. | S-1 | 10/29/2024 | 10.13 | |
| 10.7 | Assignment of Loans and Liens, by and among Phoenix Capital Group Holdings, LLC, Phoenix Operating LLC, Amarillo National Bank, and Fortress Credit Corp., as administrative agent, collateral agent, and lender, dated as of August 12, 2024. | S-1 | 10/29/2024 | 10.15 | |
| 10.8† | Unit Award Agreement, by and between Phoenix Equity Holdings, LLC and Curtis Allen, dated as of December 4, 2024. | S-1/A | 12/30/2024 | 10.5 | |
| 10.9† | Unit Award Agreement, by and between Phoenix Equity Holdings, LLC and Sean Goodnight, dated as of December 4, 2024. | S-1/A | 12/30/2024 | 10.6 | |
| 10.10++† | Employee Offer Letter, by and between Phoenix Capital Group Holdings, LLC and Sean Goodnight, dated as of June 11, 2020. | S-1/A | 03/28/2025 | 10.7 | |
| 10.11† | Commission Agreement, by and between Phoenix Capital Group Holdings, LLC and Sean Goodnight, dated as of January 16, 2024. | S-1/A | 03/28/2025 | 10.13 | |
| 10.12† | Employee Agreement, by and between Phoenix Equity Holdings, LLC and Adam Ferrari, effective as of January 1, 2025. | S-1/A | 05/09/2025 | 10.8 |
| 10.13† | Employee Agreement, by and between Phoenix Equity Holdings, LLC and Curtis Allen, effective as of January 1, 2025. | S-1/A | 05/09/2025 | 10.9 |
| 10.14† | Employee Agreement, by and between Phoenix Equity Holdings, LLC and Lindsey Wilson, effective as of January 1, 2025. | S-1/A | 05/09/2025 | 10.10 |
| 10.15† | Employee Offer Letter, by and between Phoenix Operating LLC and Brandon Allen, dated as of March 2, 2023. | S-1/A | 03/28/2025 | 10.11 |
| 10.16† | Performance Bonus Amendment, by and among Phoenix Operating LLC, Phoenix Capital Group Holdings, LLC, and Brandon Allen, dated as of January 22, 2025. | S-1/A | 03/28/2025 | 10.12 |
| 10.17† | 2024 Long-Term Incentive Plan of Phoenix Equity Holdings, LLC. | S-1/A | 12/30/2024 | 10.20 |
| 10.18† | Form of Unit Award Agreement of Phoenix Equity Holdings, LLC. | S-1/A | 12/30/2024 | 10.21 |
| 10.19† | Form of Phantom Unit Award Agreement of Phoenix Equity Holdings, LLC. | S-1/A | 12/30/2024 | 10.22 |
| 10.20 | Loan Agreement, by and between Adamantium Capital LLC and Phoenix Capital Group Holdings, LLC, dated as of September 14, 2023. | S-1 | 10/29/2024 | 10.10 |
| 10.21 | Loan Agreement Amendment and Note Modification Agreement, by and among Phoenix Capital Group Holdings, LLC, Phoenix Operating LLC, and Adamantium Capital LLC, dated as of October 30, 2023. | S-1 | 10/29/2024 | 10.11 |
| 10.22 | Second Amendment to Loan Agreement, by and among Phoenix Capital Group Holdings, LLC, Phoenix Operating LLC, and Adamantium Capital LLC, dated as of December 12, 2024. | S-1/A | 12/30/2024 | 10.19 |
| 10.23 | Third Amendment to Loan Agreement, by and among Phoenix Capital Group Holdings, LLC, Phoenix Operating LLC, and Adamantium Capital LLC, dated as of January 3, 2025. | S-1/A | 03/29/2025 | 10.27 |
| 10.24 | Fourth Amendment to Loan Agreement, by and among Phoenix Energy One, LLC, Phoenix Operating LLC, and Adamantium Capital LLC, dated as of January 24, 2025. | S-1/A | 03/29/2025 | 10.28 |
| 10.25++ | Amended and Restated Senior Credit Agreement, by and among Phoenix Capital Group Holdings, LLC, Phoenix Operating LLC, each of the lenders from time to time party thereto, and Fortress Credit Corp., dated as of August 12, 2024. | S-1 | 10/29/2024 | 10.14 |
| 10.26 | Limited Waiver and Amendment No. 1 to Amended and Restated Senior Credit Agreement, by and among Phoenix Capital Group Holdings, LLC, Phoenix Operating LLC, each of the lenders from time to time party thereto, and Fortress Credit Corp., dated as of October 25, 2024. | S-1/A | 12/30/2024 | 10.16 |
| 10.27 | Amendment No. 2 to Amended and Restated Senior Credit Agreement, by and among Phoenix Capital Group Holdings, LLC, Phoenix Operating LLC, each of the lenders from time to time party thereto, and Fortress Credit Corp., dated as of November 1, 2024. | S-1/A | 12/30/2024 | 10.17 |
| 10.28++ | Amendment No. 3 to Amended and Restated Senior Credit Agreement, by and among Phoenix Capital Group Holdings, LLC, Phoenix Operating LLC, each of the lenders from time to time party thereto, and Fortress Credit Corp., dated as of December 18, 2024. | S-1/A | 12/30/2024 | 10.18 | |
| 10.29++ | Limited Waiver and Amendment No. 4 to Amended and Restated Senior Credit Agreement, by and among Phoenix Energy One, LLC, Phoenix Operating LLC, each of the lenders from time to time party thereto, and Fortress Credit Corp., dated as of April 16, 2025. | S-1/A | 04/25/2025 | 10.29 | |
| 31.1 | Certifications of Chief Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. | * | |||
| 31.2 | Certifications of Chief Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. | * | |||
| 32.1 | Certification of Chief Executive Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. | ** | |||
| 32.2 | Certification of Chief Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. | ** | |||
| 101.INS | XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document. | *** | |||
| 101.SCH | XBRL Taxonomy Extension Schema Document. | *** | |||
| 101.CAL | XBRL Taxonomy Extension Calculation Linkbase Document. | *** | |||
| 101.DEF | XBRL Taxonomy Extension Definition Linkbase Document. | *** | |||
| 101.LAB | XBRL Taxonomy Extension Label Linkbase Document. | *** | |||
| 101.PRE | XBRL Taxonomy Extension Presentation Linkbase. | *** | |||
| 104 | Cover Page Interactive Data File (the cover page XBRL tags) | *** | |||
| + | Capitalized terms have the meanings assigned to them in the Report contained in this Quarterly Report. |
|---|
| ++ | Certain annexes, schedules, and exhibits to this Exhibit have been omitted pursuant to Item 601(a)(5) of Regulation S-K. The Company hereby agrees to furnish supplementally a copy of any omitted annex, schedule, or exhibit to the SEC upon request. |
|---|
| † | Management contract or compensatory plan or arrangement. |
|---|
| * | Filed herewith. |
|---|
| ** | Furnished herewith. |
|---|
| *** | To be filed by amendment. |
|---|
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.