Q1 2026 loss and $150M ATM program for HighPeak Energy (NASDAQ: HPK)

Rhea-AI Filing Summary

HighPeak Energy entered a Sales Agreement for an at-the-market equity program allowing it to sell up to $150 million of common stock through Roth Capital Partners and USCA Securities, with proceeds earmarked for general corporate purposes including potential debt refinancing.

For Q1 2026, the company reported operating revenues of $215.9M and a net loss of $127.4M, or $1.02 per diluted share, driven largely by a $157.0M net loss on derivative instruments. EBITDAX was $133.5M, while average sales volumes were 45.6 MBoe/d, 68% crude oil.

Cash from operations was $54.2M against capital expenditures of $78.8M, resulting in negative free cash flow of $14.1M. Cash and cash equivalents ended the quarter at $95.8M, and no dividend was declared compared with a prior-year dividend of $0.04 per share.

Positive

• None.

Negative

• Sharp profitability deterioration as Q1 2026 swung to a net loss of $127.4M and EPS of -$1.02, versus prior-year net income of $36.3M, largely due to a $157.0M net loss on derivative instruments.
• Weaker cash generation and free cash flow with net cash provided by operating activities of $54.2M and free cash flow of -$14.1M, alongside a reduction in cash and cash equivalents to $95.8M from $162.1M at year-end 2025.

Insights

Energy equity analyst

HighPeak swung to a derivative-driven Q1 loss while adding a $150M ATM financing option.

HighPeak Energy reported Q1 2026 operating revenues of $215.9M and a net loss of $127.4M, versus a prior-year profit. The main driver was a net loss on derivative instruments of $157.0M, which more than offset solid field-level margins and production of 45.6 MBoe/d.

EBITDAX of $133.5M indicates the core operations remained cash-generative before hedging and financing costs, but free cash flow turned negative at -$14.1M after $78.8M of capital spending. Cash on hand declined to $95.8M and net cash from operations fell sharply year over year.

The new at-the-market program for up to $150M of common stock gives the company flexibility to raise equity capital over time, potentially to manage leverage or fund development. Actual dilution will depend on how much of the program is used and at what share prices, which is not specified in the excerpt.

8-K Event Classification

4 items: 1.01, 2.02, 7.01, 9.01

4 items

Item 1.01 Entry into a Material Definitive Agreement Business

The company signed a significant contract such as a merger agreement, credit facility, or major partnership.

Item 2.02 Results of Operations and Financial Condition Financial

Disclosure of earnings results, typically an earnings press release or preliminary financials.

Item 7.01 Regulation FD Disclosure Disclosure

Material non-public information disclosed under Regulation Fair Disclosure, often investor presentations or guidance.

Item 9.01 Financial Statements and Exhibits Exhibits

Financial statements, pro forma financial information, and exhibit attachments filed with this report.

Key Figures

ATM program size: $150 million Q1 2026 operating revenues: $215.9M Q1 2026 net loss: $127.4M +5 more

8 metrics

ATM program size $150 million Maximum aggregate offering price of common stock under new at-the-market program

Q1 2026 operating revenues $215.9M Total operating revenues for the quarter ended March 31, 2026

Q1 2026 net loss $127.4M Net loss attributable to HighPeak for Q1 2026

Q1 2026 EBITDAX $133.5M EBITDAX for the quarter ended March 31, 2026

Average daily sales volumes 45.6 MBoe/d Q1 2026 average sales volumes, 68% crude oil and 84% liquids

Net cash from operations $54.2M Net cash provided by operating activities in Q1 2026

Free cash flow -$14.1M Free cash flow for Q1 2026 after property additions and working capital

Cash and cash equivalents $95.8M Cash and cash equivalents balance as of March 31, 2026

Key Terms

EBITDAX, at the market offering, costless collar, basis swap, +2 more

6 terms

EBITDAX financial

"HighPeak reported a net loss of $127.4 million for the first quarter 2026, or $1.02 per diluted share, and EBITDAX (a non-GAAP financial measure defined and reconciled below) of $133.5 million"

EBITDAX is a measure of a company's operating profit that adds back interest, taxes, depreciation, amortization and exploration costs to net income. Think of it as the cash-generating power of a business before financing, tax effects, non-cash accounting charges and the variable cost of searching for new reserves—useful for comparing companies whose exploration spending or accounting treatments differ. Investors use it to assess core operating performance and short-term cash flow potential without those distortions.

at the market offering regulatory

"the Lead Agent may sell Placement Shares by any method permitted by law deemed to be an “at the market offering” as defined in Rule 415(a)(4)"

An at-the-market offering is a way a company raises cash by selling newly issued shares directly into the open market at prevailing prices, rather than all at once in a single deal. Think of it like turning a faucet on to drip shares into trading at current prices when needed; it gives the company flexibility to raise funds over time but can dilute existing shareholders and potentially affect the stock price, which investors should monitor.

costless collar financial

"Apr – Jun 2026 Costless Collar 12,350 WTI Cushing $ — $ 59.87 $ 66.82"

A costless collar is an options strategy used to protect the value of a stock position by buying a put (downside protection) and simultaneously selling a call (giving up some upside), with the premiums structured so the two trades roughly cancel out and require little or no net cash. For investors it acts like insurance paid for by agreeing to cap future gains: it limits potential losses while also setting a ceiling on how much profit can be realized.

basis swap financial

"Apr – Jun 2026 Basis Swap 18,011 Argus WTI Midland $ 1.25"

A basis swap is a contract where two parties trade interest payments tied to different floating reference rates or markets, so each pays the other based on a different benchmark. It matters to investors because it lets companies and funds manage the risk that the gap between benchmarks will widen or narrow—like swapping two recipes that use different units so both cooks get predictable results—and can affect borrowing costs, valuation and hedging effectiveness.

Term Loan Credit Agreement financial

"Borrowings under Term Loan Credit Agreement (6,095)"

A term loan credit agreement is a formal contract where a borrower receives a fixed sum of money from a lender and agrees to repay it over a set period with interest, much like a multi‑year mortgage or car loan for a business. It matters to investors because the size, cost and rules of the loan affect a company’s cash flow, risk of default and ability to invest or pay dividends; restrictive conditions can also force operational changes.

free cash flow financial

"Free cash flow before changes in working capital associated with oil and gas property additions 21,191"

Free cash flow is the amount of money a company has left over after paying all its expenses and investing in its business, like buying equipment or updating facilities. It shows how much cash is available to reward shareholders, pay down debt, or save for future growth. This helps investors understand if a company is financially healthy and able to grow.

Earnings Snapshot

Operating revenues: $215.9M

Q1 2026

Operating revenues $215.9M down from $272.3M in Q1 2025

Net (loss) income -$127.4M down from $36.3M net income in Q1 2025

EBITDAX $133.5M down from $197.3M in Q1 2025

Diluted EPS -$1.02 down from $0.26 in Q1 2025

Understanding 8-K Material Events →

false 0001792849 0001792849 2026-05-06 2026-05-06

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(D)
OF THE SECURITIES EXCHANGE ACT OF 1934

Date of report (Date of earliest event reported): May 6, 2026

HighPeak Energy, Inc.

(Exact name of registrant as specified in its charter)

Delaware	333-235313	84-3533602
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)
421 W. 3rd St., Suite 1000 Fort Worth, Texas 76102
(address of principal executive offices) (zip code)
(817) 850-9200
(Registrant’s telephone number, including area code)

Check the appropriate box below if the Form 8-K is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐	Written communication pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐	Pre-commencements communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of Each Class		Trading Symbol(s)		Name of Each Exchange on Which Registered
Common Stock		HPK		The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 1.01   Entry into a Material Definitive Agreement

On May 6, 2026, HighPeak Energy, Inc., a Delaware corporation (the “Company”), entered into a Sales Agreement (the “Sales Agreement”) with Roth Capital Partners, LLC, as lead agent (the “Lead Agent”) and USCA Securities LLC (“USCA,” and together with the Lead Agent, the “Agents” and each, an “Agent”), pursuant to which the Company may offer and sell, from time to time, through or to the Agents, shares (“Placement Shares”) of common stock of the Company, $0.0001 par value per share (the “Common Stock”), having an aggregate offering price of up to $150 million (the “ATM Program”).

The Company is not obligated to sell any Placement Shares under the Sales Agreement. Subject to the terms and conditions of the Sales Agreement, the Lead Agent will use commercially reasonable efforts, consistent with its normal trading and sales practices and applicable state and federal laws, rules and regulations and the rules of the Nasdaq Global Market (the “Exchange”), to sell the Placement Shares from time to time based on the Company’s instructions, including any price, time or size limits specified by the Company, subject to certain limitations. Under the Sales Agreement, the Lead Agent may sell Placement Shares by any method permitted by law deemed to be an “at the market offering” as defined in Rule 415(a)(4) under the Securities Act of 1933, as amended (the “Securities Act”) and as set forth in the “Plan of Distribution” section of the Prospectus forming part of the Registration Statement.

The Placement Shares will be issued pursuant to the Company’s shelf registration statement on Form S-3 (File No. 333-291266) initially filed by the Company with the U.S. Securities and Exchange Commission (the “SEC”) on November 5, 2025 (the “Registration Statement”), and having become effective in accordance with the rules and regulations of the SEC on November 25, 2025, and related prospectus supplements to be prepared and filed pursuant to Rule 424(b) from time to time in connection with the offer and sale of Placement Shares. A prospectus supplement (the “Prospectus Supplement”), covering the offers and sales under the ATM Program will be filed with the SEC on the date hereof.

The Company will pay the Lead Agent a commission up to 3% of the gross proceeds from each sale of Placement Shares and provide the Agent with customary indemnification and contribution rights. The Sales Agreement will be effective until the earlier of the issuance and sale of all of the Placement Shares issuable pursuant to the ATM Program and the date that the ATM Program is otherwise terminated pursuant to the terms of the Sales Agreement.

The Company intends to use the net proceeds from the offering for general corporate purposes, which may include, among other things, paying or refinancing all or a portion of its then-outstanding indebtedness.

The foregoing description of the Sales Agreement in this Current Report on Form 8-K does not purport to be complete and is qualified in its entirety by reference to the full text of the Sales Agreement, which is filed as Exhibit 1.1 hereto and is incorporated herein by reference.

This Current Report on Form 8-K shall not constitute an offer to sell or the solicitation of an offer to buy any Placement Shares under the Sales Agreement nor shall there be any sale of such shares of Placement Shares in any state in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state.

A copy of the legal opinion of Vinson & Elkins L.L.P relating to the validity of the issuance and sale of the Placement Shares under the ATM Program is filed as Exhibit 5.1 to this Current Report on Form 8-K and is filed with reference to, and is hereby incorporated by reference into, the Registration Statement.

Item 2.02   Results of Operations and Financial Condition.

On May 6, 2026, the Company issued a press release announcing its financial and operating results for the first quarter ended March 31, 2026. A copy of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated by reference into this Item 2.02 by reference.

The information in this Current Report on Form 8-K, including Exhibit 99.1, is being furnished pursuant to Item 2.02 of Form 8-K and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to liabilities of that section, and is not incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act unless specifically identified therein as being incorporated therein by reference.

Item 7.01   Regulation FD Disclosure.

The information set forth under Item 2.02 is incorporated by reference as if fully set forth herein.

Item 9.01.  Financial Statements and Exhibits.

(d)   Exhibits

Exhibit Number	Description
1.1#	Sales Agreement, dated May 6, 2026, by and between HighPeak Energy, Inc. and Roth Capital Partners, LLC, as Lead Agent, and USCA Securities LLC.
5.1	Opinion of Vinson & Elkins L.L.P., as to the legality of the securities being offered.
23.1	Consent of Vinson & Elkins L.L.P., (included as part of Exhibit 5.1 hereto).
99.1	Press Release dated May 6, 2026.
EX-104	Cover Page Interactive Data File (embedded within the Inline XBRL document).

# Certain annexes, schedules and exhibits have been omitted pursuant to Item 601(a)(5) of Regulation S-K. The Company agrees to furnish supplementally an unredacted copy of the exhibit to the Securities and Exchange Commission upon its request.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	HIGHPEAK ENERGY, INC.
Date: May 6, 2026
	By:	/s/ Steven W. Tholen
	Name:	Steven W. Tholen
	Title:	Chief Financial Officer

Exhibit 99.1

HighPeak Energy, Inc. Announces First Quarter 2026 Financial and Operating Results

Fort Worth, Texas, May 6, 2026 (GLOBE NEWSWIRE) - HighPeak Energy, Inc. (“HighPeak” or the “Company”) (NASDAQ: HPK) today announced financial and operating results for the quarter ended March 31, 2026.

A statement from our President and CEO, Michael Hollis:

The current geopolitical uncertainty and commodity price volatility has encouraged us to remain resolute in delivering on our 2026 core objectives of achieving financial resilience, continuing our maintenance capital program and prioritizing corporate efficiency.

We are starting the year strong, with first quarter operating results outperforming guidance across the board, and I am proud of how our team executed in every area of the business. I would like to point out a few items:

● Production averaged approximately 46,000 BOE/d, roughly 7.5% above the midpoint of our guided range, with daily oil production 10% higher quarter over quarter. Both strong performance from new wells and continued optimization of our base production contributed to the increase.

● Lease operating expenses were 17% below our guided range and approximately 22% below fourth quarter levels.

● Drilling and turn-in-line activity represented about one-third of our planned 2026 program, and capital expenditures were held in line with expectations of less than 30% of full-year capital. We exited the quarter with 18 wells in progress, positioning us well to execute the balance of our annual plan.

● Generated free cash flow, excluding changes in working capital, of more than $20 million.

We plan to build on the momentum of the first quarter since these results reflect less than one month of elevated oil prices tied to the current situation in the Middle East. While the current situation has created what could become one of the most significant crude oil supply shocks the world has ever seen, HighPeak intends to use every dollar of incremental free cash flow the right way by strengthening our financial foundation. I am confident that the HighPeak team will continue to make steady progress in achieving our core objectives through pursuing a fiscally responsible and disciplined development plan. These stronger prices are helpful, but disciplined execution is what will create lasting value for our stakeholders.

First Quarter 2026 Operational Update

HighPeak’s sales volumes averaged 45.6 MBoe/d during the first quarter of 2026 consisting of approximately 68% crude oil and 84% liquids.

The Company averaged one (1) drilling rig and (1) one frac crew throughout the first quarter, drilled 9 gross (8.9 net) horizontal wells and turned-in-line 12 gross (12.0 net) producing wells. On March 31, 2026, the Company had 18 gross (17.8 net) horizontal wells in progress, including 16 gross (15.9 net) horizontal wells in various stages of completion.

The Company released a drilling rig in late January bringing us to one drilling rig and one frac crew that we plan to run for the majority of 2026.

1

First Quarter 2026 Financial Results

HighPeak reported a net loss of $127.4 million for the first quarter 2026, or $1.02 per diluted share, and EBITDAX (a non-GAAP financial measure defined and reconciled below) of $133.5 million, or $0.96 per diluted share.  Adjusted net loss (a non-GAAP financial measure defined and reconciled below) was $2.7 million, or $0.02 per diluted share.

First quarter 2026 average realized prices were $71.79 per Bbl of crude oil, $17.22 per Bbl of NGL and $1.32 per Mcf of natural gas, resulting in an overall realized price of $52.57 per Boe, or 73% of the weighted average of NYMEX crude oil prices, excluding the effects of derivatives. Including the effects of derivatives, first quarter 2026 average realized prices were $66.06 per Bbl of crude oil, $17.22 per Bbl of NGL and $0.92 per Mcf of natural gas, resulting in an overall realized price of $48.32 per Boe. HighPeak’s cash costs for the first quarter 2026 were $15.81 per Boe, including lease operating costs of $6.53 per Boe, expense workovers of $0.66 per Boe, gathering, processing and transportation expenses of $4.32 per Boe, production and ad valorem taxes of $2.90 per Boe and G&A expenses of $1.40 per Boe. As a result, the Company’s unhedged EBITDAX per Boe was $36.76 per Boe.

HighPeak’s total capital expenditures, excluding acquisitions, for the first quarter were $78.4 million. 

Hedging

Crude oil. As of March 31, 2026 and factoring in derivative instruments entered into subsequent to quarter end, HighPeak had the following outstanding crude oil derivative instruments and the weighted average crude oil prices per barrel (“Bbl”):

Settlement Month		Settlement Year		Type of Contract		Bbls Per Day				Index		Swap Price per Bbl				Costless Collar Floor Price per Bbl				Costless Collar Ceiling Price per Bbl
Crude Oil:
Apr – Jun		2026		Costless Collar			12,350			WTI Cushing		$	—			$	59.87			$	66.82
Apr – Jun		2026		Swap			10,000			WTI Cushing		$	64.91			$	—			$	—
Apr – Jun		2026		Roll Swap			21,725			NYMEX WTI Roll		$	4.37			$	—			$	—
Apr – Jun		2026		Basis Swap			18,011			Argus WTI Midland		$	1.25			$	—			$	—
Jul – Sep		2026		Costless Collar			12,000			WTI Cushing		$	—			$	59.83			$	66.84
Jul – Sep		2026		Swap			5,000			WTI Cushing		$	63.45			$	—			$	—
Jul – Sep		2026		Roll Swap			26,011			NYMEX WTI Roll		$	4.30							$	—
Jul – Sep		2026		Basis Swap			23,000			Argus WTI Midland		$	1.37			$	—			$	—
Oct – Dec		2026		Costless Collar			9,800			WTI Cushing		$	—			$	59.80			$	65.31
Oct – Dec		2026		Swap			5,000			WTI Cushing		$	63.45			$	—			$	—
Oct – Dec		2026		Roll Swap			25,000			NYMEX WTI Roll		$	4.23			$	—			$	—
Oct – Dec		2026		Basis Swap			23,000			Argus WTI Midland		$	1.37			$	—			$	—
Jan – Mar		2027		Costless Collar			8,900			WTI Cushing		$	—			$	59.78			$	65.24
Jan – Mar		2027		Swap			4,400			WTI Cushing		$	62.14			$	—			$	—
Jan – Mar		2027		Basis Swap			10,000			Argus WTI Midland		$	1.00			$	—			$	—
Apr – Jun		2027		Costless Collar			4,000			WTI Cushing		$	—			$	52.00			$	62.85
Apr – Jun		2027		Swap			6,470			WTI Cushing		$	59.61			$	—			$	—
Apr – Jun		2027		Basis Swap			10,000			Argus WTI Midland		$	1.00			$	—			$	—
Jul – Sep		2027		Swap			8,950			WTI Cushing		$	61.46			$	—			$	—
Jul – Sep		2027		Basis Swap			10,000			Argus WTI Midland		$	1.00			$	—			$	—
Oct – Dec		2027		Swap			1,000			WTI Cushing		$	72.25			$	—			$	—
Oct – Dec		2027		Basis Swap			10,000			Argus WTI Midland		$	1.00			$	—			$	—

2

The Company’s crude oil derivative contracts detailed above are based on reported settlement prices on the New York Mercantile Exchange for West Texas Intermediate (“WTI Cushing”) pricing or the basis differential between that and Argus WTI Midland pricing which represents the premium to WTI Cushing.

Natural gas. As of March 31, 2026, the Company had the following outstanding natural gas derivative instruments and the weighted average natural gas prices payable per MMBtu.

Settlement Month		Settlement Year		Type of Contract		MMBtu Per Day				Index		Price per MMBtu
Natural Gas:
Apr – Jun		2026		Swap			30,000			HH		$	4.30
Jul – Sep		2026		Swap			30,000			HH		$	4.30
Oct – Dec		2026		Swap			30,000			HH		$	4.30
Jan – Mar		2027		Swap			19,667			HH		$	4.30

The Company’s natural gas derivative contracts detailed above are based on reported settlement prices on the New York Mercantile Exchange for Henry Hub (“HH”) pricing.

Conference Call

HighPeak will host a conference call and webcast on Thursday, May 7, 2026, at 10:00 a.m. Central Time for investors and analysts to discuss its results for the first quarter of 2026. Conference call participants may register for the call here. Access to the live audio-only webcast and replay of the earnings release conference call may be found here. A live broadcast of the earnings conference call will also be available on the HighPeak Energy website at www.highpeakenergy.com under the “Investors” section of the website. A replay will also be available on the website following the call.

When available, a copy of the Company’s earnings release, investor presentation and Quarterly Report on Form 10-Q may be found on its website at www.highpeakenergy.com.

Conference Participation

HighPeak Energy will participate in-person at the upcoming Louisiana Energy Conference, located in New Orleans, Louisiana, from May 26^th - May 28^th, 2026.

About HighPeak Energy, Inc.

HighPeak Energy, Inc. is a publicly traded independent crude oil and natural gas company, headquartered in Fort Worth, Texas, focused on the acquisition, development, exploration and exploitation of unconventional crude oil and natural gas reserves in the Midland Basin in West Texas. For more information, please visit our website at www.highpeakenergy.com.

3

Cautionary Note Regarding Forward-Looking Statements

The information in this press release contains forward-looking statements that involve risks and uncertainties. When used in this document, the words “believes,” “plans,” “expects,” “anticipates,” “forecasts,” “intends,” “continue,” “may,” “will,” “could,” “should,” “future,” “potential,” “estimate” or the negative of such terms and similar expressions as they relate to HighPeak Energy, Inc. (“HighPeak Energy” or the “Company”) are intended to identify forward-looking statements, which are generally not historical in nature. The forward-looking statements are based on the Company's current expectations, assumptions, estimates and projections about the Company and the industry in which the Company operates. Although the Company believes that the expectations and assumptions reflected in the forward-looking statements are reasonable as and when made, they involve risks and uncertainties that are difficult to predict and, in many cases, beyond the Company's control. For example, the Company’s review of strategic alternatives may not result in a sale of the Company, a recommendation that a transaction occur or result in a completed transaction, and any transaction that occurs may not increase shareholder value, in each case as a result of such risks and uncertainties.

These risks and uncertainties include, among other things, the results of the strategic review being undertaken by the Company’s Board and the interest of prospective counterparties, the Company’s ability to realize the results contemplated by its 2026 guidance, volatility of commodity prices, political instability or armed conflicts in crude or natural gas producing regions such as the ongoing war between Russia and Ukraine and conflicts in the Middle East, product supply and demand, the impact of a widespread outbreak of an illness, such as the coronavirus disease pandemic, on global and U.S. economic activity, competition, OPEC+ policy decisions, potential new trade policies, such as tariffs, could adversely affect the Company’s operations, business and profitability, inflationary pressures on costs of oilfield goods, services and personnel, the ability to obtain environmental and other permits and the timing thereof, other government regulation or action, the ability to obtain approvals from third parties and negotiate agreements with third parties on mutually acceptable terms, litigation, the costs and results of drilling and operations, availability of equipment, services, resources and personnel required to perform the Company's drilling and operating activities, access to and availability of transportation, processing, fractionation, refining and storage facilities, HighPeak Energy's ability to replace reserves, implement its business plans or complete its development activities as scheduled, access to and cost of capital, the financial strength of counterparties to any credit facility and derivative contracts entered into by HighPeak Energy, if any, and purchasers of HighPeak Energy's oil, natural gas liquids and natural gas production, uncertainties about estimates of reserves, identification of drilling locations and the ability to add proved reserves in the future, the assumptions underlying forecasts, including forecasts of production, expenses, cash flow from sales of oil and gas and tax rates, quality of technical data, environmental and weather risks, including the possible impacts of climate change, cybersecurity risks and acts of war or terrorism. These and other risks are described in the Company's Annual Report on Form 10-K, Quarterly Reports on Form 10-Q, and Current Reports on Form 8-K and other filings with the SEC. The Company undertakes no duty to publicly update these statements except as required by law.

Reserve engineering is a process of estimating underground accumulations of hydrocarbons that cannot be measured in an exact way. The accuracy of any reserve estimate depends on the quality of available data, the interpretation of such data and price and cost assumptions made by reserve engineers. Reserves estimates included herein may not be indicative of the level of reserves or PV-10 value of oil and natural gas production in the future. In addition, the results of drilling, testing and production activities may justify revisions of estimates that were made previously. If significant, such revisions could impact HighPeak’s strategy and change the schedule of any further production and development drilling. Accordingly, reserve estimates may differ significantly from the quantities of oil and natural gas that are ultimately recovered.

4

Use of Projections

The financial, operational, industry and market projections, estimates and targets in this press release and in the Company’s guidance (including production, operating expenses and capital expenditures in future periods) are based on assumptions that are inherently subject to significant uncertainties and contingencies, many of which are beyond the Company’s control. The assumptions and estimates underlying the projected, expected or target results are inherently uncertain and are subject to a wide variety of significant business, economic, regulatory and competitive risks and uncertainties that could cause actual results to differ materially from those contained in the financial, operational, industry and market projections, estimates and targets, including assumptions, risks and uncertainties described in “Cautionary Note Regarding Forward-Looking Statements” above. These projections are speculative by their nature and, accordingly, are subject to significant risk of not being actually realized by the Company. Projected results of the Company for 2026 are particularly speculative and subject to change. Actual results may vary materially from the current projections, including for reasons beyond the Company’s control. The projections are based on current expectations and available information as of the date of this release. The Company undertakes no duty to publicly update these projections except as required by law.

Drilling Locations

The Company has estimated its drilling locations based on well spacing assumptions and upon the evaluation of its drilling results and those of other operators in its area, combined with its interpretation of available geologic and engineering data. The drilling locations actually drilled on the Company’s properties will depend on the availability of capital, regulatory approvals, commodity prices, costs, actual drilling results and other factors. Any drilling activities conducted on these identified locations may not be successful and may not result in additional proved reserves. Further, to the extent the drilling locations are associated with acreage that expires, the Company would lose its right to develop the related locations.

5

HighPeak Energy, Inc.

Unaudited Condensed Consolidated Balance Sheet Data

(In thousands)

		March 31, 2026				December 31, 2025
Current assets:
Cash and cash equivalents		$	95,827			$	162,075
Accounts receivable			98,503				55,546
Derivative instruments			7,808				29,574
Prepaid expenses			5,596				5,054
Inventory			4,362				7,648
Total current assets			212,096				259,897
Crude oil and natural gas properties, using the successful efforts method of accounting:
Proved properties			4,555,956				4,477,368
Unproved properties			59,242				59,285
Accumulated depletion, depreciation and amortization			(1,719,167	)			(1,606,217	)
Total crude oil and natural gas properties, net			2,896,031				2,930,436
Other property and equipment, net			3,070				3,012
Derivative instruments			—				4,197
Other noncurrent assets			15,423				16,172
Total assets		$	3,126,620			$	3,213,714
Current liabilities:
Current portion of long-term debt		$	90,000			$	60,000
Derivative instruments			98,795				380
Accounts payable – trade			51,198				84,313
Revenues and royalties payable			30,771				30,665
Accrued capital expenditures			16,660				30,921
Derivative settlements payable			16,022				—
Other accrued liabilities			12,621				20,927
Operating leases			661				845
Advances from joint interest owners			357				2,205
Total current liabilities			317,085				230,256
Noncurrent liabilities:
Long-term debt, net			1,097,596				1,132,807
Deferred income taxes			211,985				239,636
Asset retirement obligations			16,336				15,944
Derivative instruments			15,536				360
Operating leases			96				142
Stockholders’ equity
Common stock			13				13
Additional paid-in capital			1,162,872				1,162,007
Retained earnings			305,101				432,549
Total stockholders’ equity			1,467,986				1,594,569
Total liabilities and stockholders’ equity		$	3,126,620			$	3,213,714

6

HighPeak Energy, Inc.

Unaudited Condensed Consolidated Statements of Operations

(in thousands)

		Three Months Ended March 31,
		2026				2025
Operating revenues:
Crude oil sales		$	199,155			$	246,424
NGL and natural gas sales			16,730				25,887
Total operating revenues			215,885				272,311
Operating costs and expenses:
Crude oil and natural gas production			29,524				35,562
Gathering, processing and transportation			17,733				14,863
Production and ad valorem taxes			11,900				15,152
Exploration and abandonments			742				264
Depletion, depreciation and amortization			113,014				109,325
Accretion of discount			295				244
General and administrative			5,745				6,345
Stock-based compensation			865				177
Total operating costs and expenses			179,818				181,932
Other expense			50				—
Income from operations			36,017				90,379
Interest and other income			949				810
Interest expense			(35,038	)			(36,988	)
Loss on derivative instruments, net			(157,027	)			(7,927	)
(Loss) income before income taxes			(155,099	)			46,274
Provision for income taxes			(27,651	)			9,939
Net (loss) income		$	(127,448	)		$	36,335
(Loss) earnings per share:
Basic net (loss) income		$	(1.02	)		$	0.26
Diluted net (loss) income		$	(1.02	)		$	0.26
Weighted average shares outstanding:
Basic			125,265				123,913
Diluted			125,265				127,213
Dividends declared per share		$	—			$	0.04

7

HighPeak Energy, Inc.

Unaudited Condensed Consolidated Statements of Cash Flows

(in thousands)

		Three Months Ended March 31,
		2026				2025
CASH FLOWS FROM OPERATING ACTIVITIES:
Net (loss) income		$	(127,448	)		$	36,335
Adjustments to reconcile net (loss) income to net cash provided by operations:
Provision for deferred income taxes			(27,651	)			9,939
Loss on derivative instruments			157,027				7,927
Cash paid on settlement of derivative instruments			(17,473	)			(3,071	)
Amortization of debt issuance costs			884				2,034
Amortization of discounts on long-term debt			—				2,426
Stock-based compensation expense			865				177
Accretion expense			295				244
Depletion, depreciation and amortization			113,014				109,325
Exploration and abandonment expense			457				4
Changes in operating assets and liabilities:
Accounts receivable			(42,957	)			6,886
Prepaid expenses, inventory and other assets			2,594				(1,314	)
Accounts payable, accrued liabilities and other current liabilities			(5,406	)			(13,860	)
Net cash provided by operating activities			54,201				157,052
CASH FLOWS FROM INVESTING ACTIVITIES:
Additions to crude oil and natural gas properties			(78,779	)			(179,819	)
Changes in working capital associated with crude oil and natural gas property additions			(35,326	)			25,172
Acquisitions of crude oil and natural gas properties			(127	)			(2,517	)
Proceeds from sales of properties			—				570
Other property additions			(122	)			—
Net cash used in investing activities			(114,354	)			(156,594	)
CASH FLOWS FROM FINANCING ACTIVITIES:
Borrowings under Term Loan Credit Agreement			(6,095	)			—
Repayments under Term Loan Credit Agreement			—				(30,000	)
Dividends paid			—				(4,957	)
Dividend equivalents paid			—				(531	)
Net cash used in financing activities			(6,095	)			(35,488	)
Net decrease in cash and cash equivalents			(66,248	)			(35,030	)
Cash and cash equivalents, beginning of period			162,075				86,649
Cash and cash equivalents, end of period		$	95,827			$	51,619

8

HighPeak Energy, Inc.

Unaudited Summary Operating Highlights

		Three Months Ended March 31,
		2026				2025
Average Daily Sales Volumes:
Crude oil (Bbls)			30,826				38,222
NGLs (Bbls)			7,403				7,724
Natural gas (Mcf)			44,402				43,096
Total (Boe)			45,629				53,128
Average Realized Prices (excluding effects of derivatives):
Crude oil per Bbl		$	71.79			$	71.64
NGL per Bbl		$	17.22			$	24.21
Natural gas per Mcf		$	1.32			$	2.34
Total per Boe		$	52.57			$	56.95
Margin Data ($ per Boe, excluding effects of derivatives):
Average price		$	52.57			$	56.95
Lease operating costs			(6.53	)			(6.61	)
Expense workovers			(0.66	)			(0.83	)
Gathering, processing & transportation expenses			(4.32	)			(3.11	)
Production and ad valorem taxes			(2.90	)			(3.17	)
General & administrative expenses			(1.40	)			(1.33	)
		$	36.76			$	41.90

HighPeak Energy, Inc.

Unaudited Earnings Per Share Details

(in thousands, except per share amounts)

		Three Months Ended March 31,
		2026				2025
Net (loss) income as reported		$	(127,448	)		$	36,335
Participating basic earnings			—				(3,542	)
Basic (losses) earnings attributable to common shareholders			(127,448	)			32,793
Reallocation of participating earnings			—				47
Diluted net (loss) income attributable to common shareholders		$	(127,448	)		$	32,840
Basic weighted average shares outstanding			125,265				123,913
Dilutive warrants and unvested stock options			—				1,146
Dilutive unvested restricted stock			—				2,154
Diluted weighted average shares outstanding			125,265				127,213
Net (loss) income per share attributable to common shareholders:
Basic		$	(1.02	)		$	0.26
Diluted		$	(1.02	)		$	0.26

9

HighPeak Energy, Inc.

Unaudited Reconciliation of Net Income to EBITDAX, Discretionary Cash Flow and Net Cash Provided by Operations

(in thousands)

		Three Months Ended March 31,
		2026				2025
Net (loss) income		$	(127,448	)		$	36,335
Interest expense			35,038				36,988
Interest and other income			(949	)			(810	)
Provision for income taxes			(27,651	)			9,939
Depletion, depreciation and amortization			113,014				109,325
Accretion of discount			295				244
Exploration and abandonment expense			742				264
Stock based compensation			865				177
Derivative related noncash activity			139,554				4,856
Other expense			50				—
EBITDAX			133,510				197,318
Cash interest expense			(34,154	)			(32,528	)
Other (a)			614				550
Discretionary cash flow			99,970				165,340
Changes in operating assets and liabilities			(45,769	)			(8,288	)
Net cash provided by operating activities		$	54,201			$	157,052

(a) includes interest and other income net of current tax expense, other expense and operating portion of exploration and abandonment expenses.

HighPeak Energy, Inc.

 Unaudited Reconciliation of Net Cash Provided by Operations and Free Cash Flow

(in thousands)

		Three Months Ended March 31,
		2026				2025
Net cash provided by operating activities		$	54,201			$	157,052
Add back net change in operating assets and liabilities			45,769				8,288
Discretionary cash flow			99,970				165,340
Additions to crude oil and natural gas properties			(78,779	)			(179,819	)
Free cash flow before changes in working capital associated with oil and gas property additions			21,191				(14,479	)
Changes in working capital associated with oil and gas property additions			(35,326	)			25,172
Free cash flow		$	(14,135	)		$	10,693

HighPeak Energy, Inc.

 Unaudited Reconciliation of Net Loss to Adjusted Net Loss

(in thousands, except per share data)

		Three Months Ended March 31, 2026
		Amounts				Amounts per Diluted Share
Net loss		$	(127,448	)		$	(1.02	)
Noncash derivative loss, net			157,027				1.26
Stock-based compensation			865				0.01
Other expense			50				0.00
Income tax adjustment for above items*			(33,168	)			(0.27	)
Adjusted net loss		$	(2,674	)		$	(0.02	)

* Assuming a 21% tax rate

Investor Contact:

Ryan Hightower

Executive Vice President

817.850.9204

rhightower@highpeakenergy.com

Source: HighPeak Energy, Inc.

10

FAQ

What is HighPeak Energy (HPK) doing with its new at-the-market equity program?

HighPeak Energy established an at-the-market equity program to sell up to $150 million of common stock through agents Roth Capital and USCA. The company plans to use net proceeds for general corporate purposes, including potentially paying or refinancing outstanding indebtedness.

How did HighPeak Energy (HPK) perform financially in Q1 2026?

In Q1 2026, HighPeak Energy generated $215.9M in operating revenues and recorded a net loss of $127.4M, or $1.02 per diluted share. Results contrast with prior-year profitability, reflecting substantial derivative losses despite continued positive operating margins.

What were HighPeak Energy (HPK)’s production volumes and mix in Q1 2026?

HighPeak’s Q1 2026 sales volumes averaged 45.6 MBoe/d, consisting of approximately 68% crude oil and 84% liquids. The company operated one drilling rig and one frac crew, drilling nine gross horizontal wells and turning in line 12 gross producing wells during the quarter.

How did hedging impact HighPeak Energy (HPK)’s Q1 2026 results?

HighPeak recorded a $157.0M net loss on derivative instruments in Q1 2026, significantly impacting net income. Excluding derivatives, the overall realized price was $52.57 per Boe, compared with $48.32 per Boe including derivative effects, highlighting hedging’s adverse impact this quarter.

What was HighPeak Energy (HPK)’s cash flow and capital spending profile in Q1 2026?

Net cash provided by operating activities was $54.2M in Q1 2026. The company spent $78.8M on additions to crude oil and natural gas properties, leading to free cash flow of -$14.1M. Cash and cash equivalents ended the quarter at $95.8M.

Did HighPeak Energy (HPK) pay a dividend in Q1 2026?

HighPeak Energy did not declare a dividend per share in Q1 2026, while in the prior-year quarter it declared $0.04 per share. The absence of a current dividend accompanies the reported net loss and negative free cash flow for the period.

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