PrimeEnergy Resources (PNRG) investor cuts stake to 12.4% in 13D/A

Rhea-AI Filing Summary

PrimeEnergy Resources Corporation’s large shareholder Robert de Rothschild and his entity Amrace Inc. report updated ownership in this amended Schedule 13D. As of January 30, 2026, they beneficially own 201,906 common shares, representing 12.4% of PrimeEnergy, based on 1,635,000 shares outstanding as of November 12, 2025.

The filing details open-market sales by Amrace from February 2025 through January 2026 in the ordinary course of business, including multiple transactions between roughly $182 and $215 per share. Ownership declined from 222,057 shares, or 13.6%, as of January 13, 2026, to the current 201,906-share, 12.4% position.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. 1)

PrimeEnergy Resources Corporation

(Name of Issuer)

Common Stock (par value $0.10 per share)

(Title of Class of Securities)

74158E104

(CUSIP Number)

Robert de Rothschild
224 Bahama Lane,
Palm Beach, FL, 33480
(917) 981-7325

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

01/13/2026

(Date of Event Which Requires Filing of This Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.

The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

SCHEDULE 13D

CUSIP No. 74158E104

1

Name of reporting person

de Rothschild Robert

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

WC

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

FRANCE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 201,906.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 201,906.00

11

Aggregate amount beneficially owned by each reporting person

201,906.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

12.4 %

14

Type of Reporting Person (See Instructions)

IN

Comment for Type of Reporting Person:

Totals reflect Reporting Person's holdings as of January 30, 2026. The percentage ownership was calculated based on 1,635,000 outstanding shares as of November 12, 2025.

SCHEDULE 13D

CUSIP No. 74158E104

1

Name of reporting person

Amrace Inc.

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

WC

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 201,906.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 201,906.00

11

Aggregate amount beneficially owned by each reporting person

201,906.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

12.4 %

14

Type of Reporting Person (See Instructions)

CO

Comment for Type of Reporting Person:

Totals reflect Reporting Person's holdings as of January 30, 2026. The percentage ownership was calculated based on 1,635,000 outstanding shares as of November 12, 2025.

SCHEDULE 13D

Item 1.	Security and Issuer
(a)	Title of Class of Securities: Common Stock (par value $0.10 per share)
(b)	Name of Issuer: PrimeEnergy Resources Corporation
(c)	Address of Issuer's Principal Executive Offices: 9821 Katy Freeway, Houston, TEXAS , 77024.
Item 2.	Identity and Background
(a)	i) Robert de Rothschild ("Reporting Person") ii) Amrace Inc. ("Amrace")
(b)	224 Bahama Lane Palm Beach, FL 33480
(c)	The Reporting Person is an individual engaged in the business of private investing. Amrace is a Delaware corporation engaged in the business of private investing.
(d)	Neither the Reporting Person nor Amrace have, during the last five years, been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors).
(e)	Neither the Reporting Person nor Amrace have, during the last five years, been a party to a civil proeeding of a judicial or administrativebody of competent jurisdiction as a result of which the Reporting Person or Amrace was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation withrespect to such laws.
(f)	i) France ii) Delaware
Item 3.	Source and Amount of Funds or Other Consideration
	WC
Item 4.	Purpose of Transaction
	Since the date of the most recent Schedule 13D amendment filed by Amrace and the Reporting Person, Amrace has sold the following PNRG shares in the ordinary course of business: February 3, 2025 Sale of 471 Shares at $212.00 February 5, 2025 Sale of 503 Shares at an average weighted price of $215.179 (range of $215.00 to $216.205) February 6, 2025 Sale of 1,354 Shares at an average weighted price of $204.5722 (range of $201.95 to $207.46) February 7, 2025 Sale of 1,615 Shares at an average weighted price of $202.1421 (range of $197.15 to $205.00) February 10, 2025 Sale of 1,337 Shares at an average weighted price of $203.9193 (range of $201.56 to $205.92) February 11, 2025 Sale of 4,387 Shares at an average weighted price of $201.5392 (range of $193.78 to $205.15) February 12, 2025 Sale of 1,970 Shares at an average weighted price of $197.305 (range of $104.08 to $199.85) February 19, 2025 Sale of 3,904 Shares at an average weighted price of $201.28 (range of $200.00 to $207.19) February 21, 2025 Sale of 1,017 Shares at an average weighted price of $195.2932 (range of $192.13 to $197.21) June 3, 2025 Sale of 4,389 Shares at an average weighted price of $188.0117 (range of $186.00 to $189.45) June 4, 2025 Sale of 1,767 Shares at $187.00 January 13, 2026 Sale of 8,700 Shares at an average weighted price of $182.848 (range of $178.945 to $185.75) January 29, 2026 Sale of 10,151 Shares at an average weighted price of $186.19 (range of $183.015 to $187.21) January 30, 2026 Sale of 10,001 Shares at an average weighted price of $181.81 (range of $181.00 to $184.06)
Item 5.	Interest in Securities of the Issuer
(a)	As of January 13, 2026 - 222,057 Shares at 13.6% As of January 30, 2026 - 201,906 Shares at 12.4% Percentages based on 1,635,000 outstanding shares of Isser as of November 12, 2025 (pursuant to 10-Q filed with the Securities and Exchange Commission on November 19, 2025)
(b)	See Cover Page
(c)	Shares were sold from February 3, 2025, through January 30, 2026, in the ordinary course of business
(d)	See Item 2(a)
(e)	Not applicable
Item 6.	Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer
	Not applicable
Item 7.	Material to be Filed as Exhibits.
	Not applicable

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

de Rothschild Robert

Signature:	/s/ Robert de Rothschild
Name/Title:	/s/ Robert de Rothschild
Date:	02/02/2026

Amrace Inc.

Signature:	/s/ Robert de Rothschlid
Name/Title:	Amrace Inc. by Robert de Rothschild Sole Officer
Date:	02/02/2026

FAQ

How many PrimeEnergy (PNRG) shares does Robert de Rothschild currently beneficially own?

As of January 30, 2026, Robert de Rothschild, together with Amrace Inc., beneficially owns 201,906 shares of PrimeEnergy Resources common stock. This position represents a 12.4% ownership stake, calculated against 1,635,000 shares outstanding as of November 12, 2025.

How did Robert de Rothschild’s ownership in PrimeEnergy (PNRG) change in this amendment?

The amendment shows de Rothschild’s beneficial ownership falling from 222,057 shares (13.6%) as of January 13, 2026 to 201,906 shares (12.4%) as of January 30, 2026. The change reflects recent open-market sales reported in the filing.

Which entity executed the PrimeEnergy (PNRG) share sales reported in the Schedule 13D/A?

The reported PrimeEnergy share sales were executed by Amrace Inc., a Delaware corporation engaged in private investing and associated with Robert de Rothschild. The filing lists Amrace as a reporting person sharing voting and dispositive power over the 201,906 beneficially owned shares.

Over what period were PrimeEnergy (PNRG) shares sold by Amrace Inc.?

Amrace Inc. sold PrimeEnergy shares from February 3, 2025 through January 30, 2026 in the ordinary course of business. The transactions include multiple sale dates across 2025 and early 2026, with specific share amounts and price ranges disclosed for each trade.

At what prices were recent PrimeEnergy (PNRG) shares sold in this 13D/A?

Recent sales include prices such as $182.848 average on January 13, 2026, $186.19 average on January 29, 2026, and $181.81 average on January 30, 2026. Earlier 2025 sales ranged roughly between the high $180s and low $215s per share.

Are Robert de Rothschild or Amrace involved in legal or regulatory proceedings related to PrimeEnergy (PNRG)?

The filing states that neither Robert de Rothschild nor Amrace Inc. have, during the last five years, been convicted in a criminal proceeding or been subject to civil judgments or orders involving federal or state securities law violations.