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HighPeak Energy, Inc. 8-K Filings

HPK NASDAQ

Every 8-K that HighPeak Energy, Inc. (HPK) has filed with the SEC in the last 24 months is listed below, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.

A 8-K covers material events a company has to report between its quarterly reports, so if you follow HPK and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full HPK filings page.

Rhea-AI Summary

HighPeak Energy, Inc. (HPK) agreed to sell 450,000 shares of Series A 6.0% Perpetual Convertible Preferred Stock for approximately $450 million in gross proceeds. PT Danantara Energy International agreed to purchase 250,000 shares and PT Tunas Harapan Perkasa 200,000. An $800 million debt commitment letter with Citigroup, N.A. and Fifth Third Bank, National Association is for refinancing the revolving credit agreement; a new reserve-based facility is expected to be completed with the investment closing. The investment is expected to close in the fourth quarter of 2026, subject to customary closing conditions. Its proceeds, initial facility borrowings and available cash are expected to repay the existing $1.17 billion term loan in full.

Series A has no maturity date and cumulative quarterly dividends, expected to commence December 31, 2026, when, as and if declared by the board. From closing to, but excluding, the second anniversary, dividends are 6.0% cash or 7.5% in kind; from the second to, but excluding, the fifth anniversary, 7.5% cash or 9.0% in kind; thereafter, 10.0% per annum. Holders may convert at an initial $9.50 per-share conversion price, subject to customary adjustments.

Rhea-AI Summary

HighPeak Energy, Inc. reported strong second-quarter 2026 results, with sales volumes averaging 45.3 MBoe/d, 64% crude oil and 83% liquids. The company ran one rig and one frac crew, drilling 8 gross (7.7 net) wells, completing 16 gross (16.0 net) and turning in line 8 gross (8.0 net) wells. At June 30, 2026, it had 21 gross (20.4 net) horizontal wells in progress.

For the quarter, HighPeak generated $272.4 million in operating revenues and net income of $82.3 million, or $0.59 per diluted share. EBITDAX was $147.6 million, or $1.06 per diluted share, with unhedged EBITDAX of $49.09 per Boe. Average realized prices (unhedged) were $98.82/Bbl for oil and $66.11/Boe overall, while cash costs totaled $17.02 per Boe. Second-quarter capital expenditures were $107.5 million. For the first half of 2026, the company reported a net loss of $45.2 million but positive free cash flow of $23.5 million, supported by hedging, cost control and a detailed crude oil and natural gas derivatives portfolio.

Rhea-AI Summary

HighPeak Energy, Inc. updated two of its key debt agreements to align their leverage covenant terms. On June 30, 2026, the company entered into a Fourth Amendment to its revolving Credit Agreement with Fifth Third Bank and other lenders. On June 25, 2026, it entered into a Third Amendment to its Term Loan Credit Agreement with Texas Capital Bank, Chambers Energy Management and other lenders. Both amendments, upon effectiveness, set the Total Net Leverage Ratio covenant to not exceed 2.25 to 1.00 for the fiscal quarter ending June 30, 2026.

Rhea-AI Summary

HighPeak Energy, Inc. filed an amended report to disclose how often it will hold non-binding stockholder votes on executive pay. Based on stockholder voting at the June 2, 2026 annual meeting, the Board chose an advisory vote on compensation for Named Executive Officers every one year.

The company also noted it is required to hold a separate advisory vote on how often these say-on-pay votes should occur every six years, and the annual frequency will apply until that next required frequency vote.

Rhea-AI Summary

HighPeak Energy, Inc. reported the results of its 2026 Annual Meeting of Stockholders held on June 2, 2026. Stockholders elected three Class C directors—Jason A. Edgeworth, Larry C. Oldham, and Daniel Silver—with each receiving over 87 million votes for, except Edgeworth who received 83,836,912 votes for.

Stockholders approved the compensation of the Company’s named executive officers, with 82,986,947 votes for, 4,884,646 against, 40,091 abstentions and 11,238,238 broker non-votes. They also approved holding future advisory say-on-pay votes every one year, with 87,519,758 votes for the one-year option. Finally, 98,460,077 votes were cast for ratifying Weaver and Tidwell, L.L.P. as independent registered public accounting firm for the fiscal year ending December 31, 2026.

Rhea-AI 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.

Rhea-AI Summary

HighPeak Energy, Inc. filed a current report describing a change to its corporate governance documents. On April 30, 2026, the Board of Directors approved a minor addition to the company’s Second Amended and Restated Bylaws, effective immediately. The amended Bylaws are included as Exhibit 3.1 to the report and are incorporated by reference for full details.

Rhea-AI Summary

HighPeak Energy reported weaker 2025 results and is pivoting to balance sheet protection. Full-year net income was $19.0 million, or $0.14 per diluted share, down sharply from $95.1 million in 2024, and the fourth quarter showed a $25.2 million net loss. Sales volumes averaged 48.3 MBoe/d in 2025, 68% oil, generating EBITDAX of $607.1 million but negative free cash flow of $37.8 million after $511.8 million of capital spending.

For 2026, the company plans a more conservative program with one rig and one frac crew, targeting 28–30 operated wells drilled, 36–38 wells turned-in-line, and total capital expenditures of $255–$285 million. Expected 2026 production is 41,000–44,000 Boe/d with 67–68% oil, and unit lease operating, gathering and G&A costs are guided to mid-teens dollars per Boe. To increase liquidity by an estimated $20–$25 million annually and accelerate debt reduction, the board has suspended the dividend after paying $0.16 per share in 2025.

Year-end 2025 proved reserves were 174 MMBoe, 66% oil, with PV‑10 of about $2.1 billion, and proved developed reserves of 96 MMBoe. HighPeak has also expanded its crude oil and natural gas hedging program through 2027 at fixed and collar prices around SEC pricing levels to mitigate commodity volatility while it focuses on strengthening its financial position.

Rhea-AI Summary

HighPeak Energy appointed Michael L. Hollis as Chief Executive Officer on a permanent basis, effective immediately. Hollis has served as Interim CEO since September 15, 2025 and remains the Company’s principal executive officer. The Board also promoted Daniel Silver to Executive Vice President, Ryan Hightower to Executive Vice President, and Chris Mundy to Senior Vice President Reserves and Evaluations, each effective immediately.

The Company stated it has not finalized any additional compensatory arrangements for Hollis in connection with his appointment and will disclose material terms in a subsequent Form 8-K. HighPeak furnished a press release as Exhibit 99.1 announcing third quarter 2025 earnings, its quarterly dividend, and Hollis’s appointment.

Rhea-AI Summary

HighPeak Energy, Inc. (HPK) reported its third-quarter results for the period ended September 30, 2025, and furnished the details via a press release attached as Exhibit 99.1. The company submitted this information under Item 2.02 of Form 8-K, and it is designated as furnished, not filed. Item 7.01 incorporates the same information under Regulation FD.

Rhea-AI Summary

HighPeak Energy announced the retirement and resignation of CEO Jack Hightower and outlined separation terms effective September 15, 2025. The company will fully vest Mr. Hightower's 1,385,500 unvested restricted shares and extend the exercise period for options from 2020 and 2021 to 12 months after the separation date, while options granted in 2022 will be forfeited. Mr. Hightower will receive a cash separation payment of $2,400,000, and the company will register his 1,532,477 founder's shares as soon as reasonably possible. Michael L. Hollis, the company’s President since 2020, will serve as Interim Chief Executive Officer and principal executive officer. The board appointed Daniel Silver as a director and Director Designee of the Principal Stockholder Group; he will continue as Vice President Finance.

Rhea-AI Summary

HighPeak Energy, Inc. furnished a press release announcing its financial and operating results for the second quarter ended June 30, 2025, and attached that press release as Exhibit 99.1 to this Form 8-K. The filing states the press release is being furnished under Item 2.02 and is incorporated by reference into Item 7.01 for Regulation FD purposes.

The Form clarifies the information in this report and Exhibit 99.1 is furnished (not filed) and therefore is not subject to Section 18 liabilities or automatically incorporated into other securities filings unless specifically identified. The report is signed on the company’s behalf by its Chief Financial Officer.

Rhea-AI Summary

HighPeak Energy, Inc. (NASDAQ: HPK) filed an 8-K to disclose plans to issue $725 million aggregate principal amount of senior notes due 2030 in a private placement. Management intends to use the proceeds, together with a new revolving credit facility, to refinance existing borrowings, reduce interest expense and extend its next maturity to 2029. None of the information is deemed "filed" for Exchange Act purposes.

Operational update provided to investors highlights rapid scale-up since 2020. Net production climbed from 1.9 MBoe/d in 2020 to roughly 50 MBoe/d in 2024 (26× growth), while proved reserves surged from 22.5 MMBoe to 199.0 MMBoe (≈72% CAGR). EBITDAX expanded from $8 million in 2020 to $843 million in 2024. Despite cutting rig count in 2024, the company achieved a reserve-replacement ratio of ~345% and plans to run a maintenance program of one to two rigs in 2025.

Cost structure & capital discipline: Lease operating expense averaged $6.61/Boe in Q1-25 and $6.76/Boe for FY-24, with EBITDAX margins of $41.90/Boe and $46.87/Boe, respectively—metrics that management positions as top-quartile versus peers. The 2025 capital program implies a 60–65% reinvestment rate (assumes $70–75 oil, $3.00 gas). Company-owned water, power and frac-sand logistics are cited as drivers of lower operating costs.

Balance sheet & liquidity: Historically, net leverage has remained below ~1.5× EBITDAX; following the refinancing transactions, HPK expects net leverage of ~1.3× and a PDP PV-10-to-net-debt ratio of roughly 2.0×. There will be no maturities until 2029. The company maintains an active hedging program covering 18.1 MBbl/d of crude and 30,000 MMBtu/d of gas for the remainder of 2025, with additional collars and swaps in 2026-Q1-27, helping stabilize cash flows.

Key takeaways for investors:

  • Proposed note offering materially strengthens liquidity and pushes out near-term debt walls.
  • Operational metrics show exceptional growth and a competitive cost profile.
  • Net leverage remains moderate despite additional gross debt.
  • Robust hedging provides revenue visibility through early 2027.