PEDEVCO CORP

(a) Form 8-K Information.

The following information is disclosed pursuant to Item 5(a) of Part II of Form 10-Q:

Phoenix Litigation

Upon the consummation of the Mergers, effective October 31, 2025, a wholly-owned subsidiary of NPOG, Navigation Powder River, LLC (“NPRLLC”), became an indirect wholly-owned subsidiary of the Company. On July 31, 2025, NPRLLC and Phoenix Energy One, LLC (“Phoenix”) entered into that certain Purchase and Sale Agreement (the “Phoenix PSA”) whereby NPRLLC agreed to sell to Phoenix certain oil and gas properties located in Campbell and Converse Counties, Wyoming. On September 10, 2025, NPRLLC filed a Petition against Phoenix in the Eleventh Division of the Texas Business Court (Navigation Powder River, LLC v. Phoenix Energy One, LLC) alleging a breach of contract by Phoenix Energy for its failure to consummate the transactions contemplated by the Phoenix PSA (the “Phoenix Litigation”). On June 1, 2026, the parties entered into a Settlement Agreement (the “Phoenix Settlement Agreement”) whereby the parties settled all disputes arising under the Phoenix PSA, and exchanged mutual releases related thereto, with Phoenix agreeing to pay to NPRLLC (i) $2 million on June 26, 2026 (which amount has been paid and received), (ii) $2 million on July 6, 2026 (which amount has been paid and received), (iii) $1.75 million on July 30, 2026 (which amount has been paid and received), and (iv) $1,000,000 on September 30, 2026. NPRLLC also retains the $250,000 first payment already received under the Phoenix PSA. Upon receipt of the $1.75 million payment on July 30, 2026, Phoenix filed the Assignment and Bill of Sale transferring the assets subject to the Phoenix PSA from NPRLLC to Phoenix, as originally contemplated under the Phoenix PSA. Upon receipt of the final $1 million payment on September 30, 2026, NPRLLC is required to dismiss the Phoenix Litigation with prejudice.

(c) Rule 10b5-1 Trading Plans.

In the event our directors and executive officers desire to purchase or sell our shares, they are encouraged, but not required, to enter into plans or other arrangements for the purchase or sale of our shares that are intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) or may represent a non-Rule 10b5-1 trading arrangement under the Exchange Act. During the quarter ended June 30, 2026, none of the Company’s directors or officers (as defined in Rule 16a-1(f)) adopted or terminated any contract, instruction or written plan for the purchase or sale of Company securities that was intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) or any “non-Rule 10b5-1 trading arrangement”.