Welcome to our dedicated page for Pedevco SEC filings (Ticker: PED), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
PEDEVCO Corp. filings document the company’s oil and natural gas operations, material events, capital structure, governance, and financing arrangements. Recent disclosures include amendments to credit agreements, borrowing-base mechanics, security-holder rights, preferred stock issued in completed merger transactions, and operating and financial result updates for its Rockies-focused asset base.
The company’s regulatory record also covers shareholder voting matters, governing-document amendments, investor presentation risk factors, and risks associated with exploration, development and production, oil and natural gas prices, environmental regulation, liquidity, debt service, asset integration, and continued NYSE American listing compliance.
PEDEVCO (PED) closed two mergers with North Peak Oil & Gas and Century Oil & Gas Sub‑Holdings, issuing 10,650,000 shares of new Series A Convertible Preferred Stock that automatically convert 10‑for‑1 into 106,500,000 common shares after the Rule 14c‑2 20‑day notice period. Concurrently, a PIPE added 6,363,637 Series A Preferred that will convert into 63,636,370 common shares.
PEDEVCO also entered an amended and restated credit facility maturing October 31, 2029, with an initial $120 million borrowing base (up to $250 million) and drew $87 million at closing. Hedging covenants require minimum coverage of projected production. Net PIPE proceeds of $35,000,004 were used to repay acquired liabilities and deal costs.
Governance changes include three director appointments and a Series A director right until conversion. Post‑conversion ownership is expected at approximately 14.0% for pre‑conversion securityholders (excluding Dr. Kukes), ~33.1% for Dr. Kukes, and ~52.9% for Juniper and other former owners. Majority shareholders approved an A&R charter, an authorized share increase, and reverse split authority (1‑for‑10 to 1‑for‑20). Registration rights require filing a resale registration within 45 days after the Automatic Conversion Date.
PEDEVCO Corp. (PED) filed Amendment No. 3 to its Annual Report to correct and restate financial statements. The filing fixes an administrative reference in the auditor’s report and confirms a restatement of the 2024, 2023, and 2022 audited financials due to an error in the tax provision that overstated the tax benefit and deferred tax balances. It also reiterates prior corrections for depletion accounting.
Management reports disclosure controls and procedures remained ineffective as of December 31, 2024, and identified an additional material weakness in internal control over financial reporting.
Operationally, 2024 revenue was $39,553,000. Total production reached 671,796 Boe (average 1,835 Boe/d), including 492,396 Bbls of oil at an average price of $73.50/Bbl, 608,382 Mcf of gas at $2.00/Mcf, and 78,003 Bbls of NGLs at $27.48/Bbl. Average production cost was $10.36/Boe. Proved reserves totaled 18.1 million Boe at year-end 2024.
Liquidity tools include a $250 million reserve-based lending facility with an initial $20 million borrowing base and an ATM program up to $8.0 million. As of March 28, 2025, 91,339,385 common shares were outstanding.
PEDEVCO Corp. (PED) filed Amendment No. 2 to its Annual Report, restating audited 2024 financials to correct an error in accounting for prior-period net operating losses that overstated the tax benefit and deferred tax balances. The filing also carries forward prior restatements addressing depletion expense errors in 2023 and 2022.
The company reports disclosure controls and procedures remained ineffective as of December 31, 2024, and identified an additional material weakness in internal control over financial reporting tied to these errors. The amendment updates oil and gas disclosures to align with Regulation S‑K Items 1200–1208.
Operationally, 2024 total revenues were $39,553,000, with total production of 671,796 Boe at average production costs of $10.36 per Boe. Proved reserves were 18.1 million Boe, including 14.2 million Bbls of crude oil and NGLs and 23.4 million Mcf of natural gas. For 2025, planned capital expenditures are $27–$33 million, with 70%–75% allocated to the D‑J Basin under joint development arrangements. The company entered a $250 million reserve‑based lending facility with a $20 million initial borrowing base, undrawn to date. As of March 28, 2025, 91,339,385 common shares were outstanding.
PEDEVCO Corp. (PED) announced a non‑reliance and restatement of its audited financial statements for the year ended December 31, 2024, after its Audit Committee identified an error in accounting for prior period net operating losses in the tax provision. The company stated the error overstated the tax benefit and deferred income tax account by approximately $5.5 million for 2024.
PEDEVCO noted the correction will reduce net income and lower earnings to $0.14 per basic and diluted share from $0.20 for 2024. The company emphasized there was no impact on cash position, cash flow, revenues, or liquidity. Management also identified additional material weaknesses in internal control over financial reporting and disclosure controls as of December 31, 2024, and is developing a remediation plan.
The company is preparing an amended Annual Report on Form 10‑K for 2024 that will include restated financial statements and related disclosures.
PEDEVCO Corp. director H. Douglas Evans received 140,000 restricted shares on 08/28/2025, bringing his total beneficial ownership to 600,000 common shares. The shares were issued under the companys 2021 Equity Incentive Plan in consideration for board services and are subject to forfeiture until they fully vest on September 27, 2026, conditional on continued board membership and the terms of a Restricted Shares Grant Agreement. The award is reported as exempt under Rule 16b-3(d). The Form 4 was signed by an attorney-in-fact on behalf of the reporting person.
PEDEVCO Corp. reporting persons filed a Form 4 disclosing issuance of 200,000 restricted shares to Simon G. Kukes on 08/28/2025 as compensation for board services at a reported price of $0. The restricted shares were granted under the issuer's 2021 Equity Incentive Plan and are subject to forfeiture until they fully vest on January 1, 2026, conditional on Kukes remaining a director and the terms of a Restricted Shares Grant Agreement. The filing shows beneficial ownership following the transaction of 8,121,950 shares (direct), 51,791,325 shares (indirect) through The SGK 2018 Revocable Trust, and 3,000 shares (indirect) held by spouse. Reporting roles include Executive Chairman and Chief Executive Officer for the respective reporting persons. The filing is presented as exempt under Rule 16b-3(d) and includes usual attorney-in-fact signatures.
PEDEVCO Corp. director John J. Scelfo was issued 200,000 shares of Restricted Common Stock on 08/28/2025 as compensation for board services. The shares were granted under the Issuer's 2021 Equity Incentive Plan and are subject to forfeiture and vesting conditions: they fully vest on July 12, 2026 only if Scelfo remains a member of the board and per the Restricted Shares Grant Agreement. The grant was recorded at an issuance price of $0 and is exempt under Rule 16b-3(d). Following the grant, Scelfo beneficially owns 674,500 shares. The Form 4 was signed by an attorney-in-fact on 08/29/2025.
PEDEVCO Corp. reported two corporate governance updates. On August 28, 2025, the company granted restricted stock awards under its 2021 Equity Incentive Plan to three non-employee directors: 200,000 shares to John Scelfo vesting on July 12, 2026, 200,000 shares to Chairman Dr. Simon G. Kukes vesting on January 1, 2026, and 140,000 shares to H. Douglas Evans vesting on September 27, 2026. The awards require continued Board service through the vesting dates and provide for full vesting if a director is removed in connection with a Change of Control, all under a standard Restricted Shares Grant Agreement.
The company also held its 2025 Annual Meeting, where shareholders elected five director nominees and approved Weaver and Tidwell, L.L.P. as independent auditors for the fiscal year ending December 31, 2025. A quorum was present with 68,670,136 shares represented out of 91,829,352 shares entitled to vote as of the June 30, 2025 record date, and all proposals received strong support.
PEDEVCO Corp. reported that it has released its financial results for the quarter ended June 30, 2025, through a press release dated August 14, 2025. The company furnished this press release as an exhibit to provide details on its operations and financial condition for the quarter, including certain non-GAAP financial measures with reconciliations to comparable GAAP figures.
The company also highlighted that the press release contains forward-looking statements covered by federal safe harbor provisions and directed readers to its recent Annual Report on Form 10-K for 2024 and Quarterly Report on Form 10-Q for the quarter ended June 30, 2025, for a fuller discussion of risks and trends affecting its business.
PEDEVCO Corp. reported material credit losses and operational financing arrangements in its Q2 2025 Form 10-Q. The company recognized a $1,378,000 note receivable credit loss related to amounts owed by Tilloo following the Milnesand Sale, including a $1,122,436 promissory note bearing 10% annual interest and missed payments due January 8, 2025; a notice of default was issued. The company received $1.7 million from a private operator under an agreement to expand Roth and Amber DSUs and amended acreage and operatorship arrangements. PEDEVCO reimbursed regulatory plugging costs of $297,000 during the six months ended June 30, 2025. Noncash share awards include 1,844,118 restricted shares (fair value $1,568,000) and options with aggregate fair value $195,000. The company recorded an $414,000 income tax benefit for the period and disclosed that its disclosure controls and procedures were not effective due to unresolved material weaknesses from the 2024 year-end audit. PEDEVCO has an undrawn reserve-based lending facility with an initial borrowing base of $20.0 million and maximum revolving capacity of $250 million.