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[Form 4] Permian Resources Corporation Insider Trading Activity

Filing Impact
(Low)
Filing Sentiment
(Negative)
Form Type
4
Rhea-AI Filing Summary

John Charles Bell, EVP and General Counsel of Permian Resources Corporation (PR), reported transactions on 09/02/2025. He executed a mandatory sell-to-cover of 4,743 Class A common shares to satisfy tax withholding from the vesting of restricted stock at a weighted average price of $14.2112 (sales ranged $14.08–$14.41). Following that disposition, he directly owned 107,569 Class A shares. On the same date he was awarded 38,787 restricted Class A shares at $0 that vest in three equal annual installments beginning 09/02/2026, bringing his post-transaction beneficial ownership to 146,356 shares. The Form 4 was signed on 09/04/2025.

Positive
  • Restricted stock award of 38,787 shares increases the reporting person's alignment with shareholders by raising beneficial ownership to 146,356 shares.
  • Vesting schedule over three equal annual installments beginning 09/02/2026 supports retention incentives.
  • Sell-to-cover was mandatory and disclosed as non-discretionary, indicating no opportunistic trading by the insider.
Negative
  • Sell-to-cover reduced immediate holdings by 4,743 shares, lowering direct ownership to 107,569 prior to the award.
  • No information on percentage ownership of outstanding shares is provided, limiting assessment of materiality relative to company size.

Insights

TL;DR: Routine executive equity award with a mandatory sell-to-cover for taxes; no unusual trading or change in control signals.

The filing shows a standard restricted stock grant and corresponding sell-to-cover to satisfy tax obligations upon vesting. The award of 38,787 shares at $0 increases the reporting person's economic stake to 146,356 shares, which may align his interests with shareholders over future vesting periods. The reported sale of 4,743 shares was non-discretionary and executed solely to cover withholding taxes, with sale prices reported between $14.08 and $14.41. This is a commonplace insider transaction and does not, on its face, indicate material shifts in ownership or corporate strategy.

TL;DR: Governance practices appear standard—award subject to multi-year vesting and mandatory sell-to-cover used for tax compliance.

The restricted stock award vesting in three equal annual installments beginning 09/02/2026 suggests a retention-oriented compensation design. The mandatory sell-to-cover mechanism is disclosed and quantified, including the weighted average sale price and price range, satisfying transparency expectations under Section 16 reporting. No amendments, derivative transactions, or related-party arrangements are disclosed, and the filing is timely with a 09/04/2025 signature date.

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
Estimated average burden
hours per response: 0.5
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*
Bell John Charles

(Last) (First) (Middle)
C/O PERMIAN RESOURCES CORPORATION
300 N. MARIENFELD ST., SUITE 1000

(Street)
MIDLAND TX 79701

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Permian Resources Corp [ PR ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
EVP, General Counsel
3. Date of Earliest Transaction (Month/Day/Year)
09/02/2025
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
Class A Common Stock 09/02/2025 S 4,743(1) D $14.2112(2) 107,569 D
Class A Common Stock 09/02/2025 A 38,787(3) A $0 146,356 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. Represents the number of shares required to be sold by the reporting person to cover tax withholding obligations in connection with the vesting of a restricted stock award. The sales were effected through a mandatory "sell to cover" transaction that did not represent a discretionary trade by the reporting person.
2. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $14.08 to $14.41. The Reporting Person undertakes to provide Permian Resources Corporation (the "Company"), any security holder of the Company, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
3. Represents an award of restricted stock that vests in three equal annual installments beginning on September 2, 2026.
Remarks:
/s/ John Bell 09/04/2025
** 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

Who filed the Form 4 for Permian Resources (PR)?

John Charles Bell, EVP and General Counsel of Permian Resources Corporation, signed the Form 4 on 09/04/2025.

What transactions did John Bell report on 09/02/2025?

He sold 4,743 Class A shares via a mandatory sell-to-cover at a weighted average price of $14.2112 and was awarded 38,787 restricted shares at $0.

Why were shares sold in the reported transaction?

The sale of 4,743 shares was to cover tax withholding obligations from the vesting of a restricted stock award and was a non-discretionary transaction.

When do the newly awarded restricted shares vest?

The restricted stock award vests in three equal annual installments beginning on 09/02/2026.

What is the reporting person's total beneficial ownership after the transactions?

After the reported transactions, the reporting person beneficially owned 146,356 Class A shares.
Permian Resources Corp

NYSE:PR

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9.86B
708.83M
0.75%
101.22%
6.97%
Oil & Gas E&P
Crude Petroleum & Natural Gas
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United States
MIDLAND