PHXE insider exits 2,500 Series A preferred shares, returns $283.77

Rhea-AI Filing Summary

Phoenix Energy One (PHXE) reported an insider stock transaction by its former Chief Operating Officer. The reporting person sold a total of 2,500 Series A Cumulative Redeemable Preferred Shares in two trades on 11/20/2025: 2,159 shares at $20.11 per share and 341 shares at $20.1357 per share, leaving 0 shares beneficially owned afterward.

These sales were matchable under Section 16(b) against a prior purchase of 2,500 Series A preferred shares at $20.00 per share on 09/29/2025. The reporting person paid $283.77 to Phoenix Energy One, representing the full short-swing profit that must be returned to the company under these rules.

SEC Form 4

FORM 4

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

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
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hours per response:			0.5

X

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Allen Brandon K.

(Last) (First) (Middle)

C/O PHOENIX ENERGY ONE, LLC

18575 JAMBOREE ROAD, SUITE 830

(Street)

IRVINE CA 92612

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Phoenix Energy One, LLC [ PHXE.P ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
	Officer (give title below)	X	Other (specify below)
			Former Chief Operating Officer

3. Date of Earliest Transaction (Month/Day/Year)
11/20/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Series A Cumulative Redeemable Preferred Shares	11/20/2025		S(1)		2,159	D	$20.11	341	D
Series A Cumulative Redeemable Preferred Shares	11/20/2025		S(1)		341	D	$20.1357	0	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. The Reporting Person's sales reported herein were matchable under Section 16(b) of the Securities Exchange Act of 1934 with the Reporting Person's purchase of 2,500 Series A Cumulative Redeemable Preferred Shares at a price per share of $20.00 on September 29, 2025. The Reporting Person paid to the Issuer $283.77, representing the full amount of the profit realized in connection with the short-swing transaction.

	/s/ David Wheeler, Attorney-in-Fact	11/21/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What insider transaction did Phoenix Energy One (PHXE) report on this Form 4?

The filing reports that the former Chief Operating Officer sold a total of 2,500 Series A Cumulative Redeemable Preferred Shares of Phoenix Energy One on 11/20/2025.

At what prices were the Phoenix Energy One (PHXE) preferred shares sold?

The reporting person sold 2,159 shares at $20.11 per share and 341 shares at $20.1357 per share, all in Phoenix Energy One Series A Cumulative Redeemable Preferred Shares.

How many Phoenix Energy One (PHXE) preferred shares did the insider own after the transactions?

After the reported sales, the filing shows the reporting person beneficially owned 0 Series A Cumulative Redeemable Preferred Shares.

What is the short-swing profit amount related to this Phoenix Energy One (PHXE) trade?

The trades were matchable under Section 16(b) with a prior purchase of 2,500 shares at $20.00 per share on 09/29/2025. The reporting person paid $283.77 to Phoenix Energy One, which represents the full short-swing profit.

Why did the insider pay money back to Phoenix Energy One (PHXE)?

Because the purchase and sale of 2,500 Series A preferred shares occurred within a short period, the trades were matchable under Section 16(b). The reporting person therefore paid $283.77 of short-swing profit to the company.

What role did the reporting person previously hold at Phoenix Energy One (PHXE)?

The reporting person is identified as a Former Chief Operating Officer of Phoenix Energy One and is also listed as a 10% Owner in the relationship section.