[SCHEDULE 13D/A] Permian Resources Corp SEC Filing

Rhea-AI Filing Summary

Pearl Energy-affiliated reporting persons filed Amendment No. 4 to a Schedule 13D for Permian Resources Corporation's Class A common stock to disclose restructuring of Opco units and related equity. On September 16, 2025, William J. Quinn and his personal vehicle received a distribution of 7,933,155 Opco Common Units and Class C shares; the remaining previously reported Opco Common Units and Class C shares were converted into Class A shares and distributed for no consideration to limited partners and members of the reporting persons.

After the September 2025 transactions, Mr. Quinn beneficially owns 9,245,584 Class A shares (including 7,933,155 issuable upon conversion), representing 1.30% of the Class A outstanding on a base of 702,730,246 shares as reported July 31, 2025. All other reporting persons on this Schedule 13D/A report zero beneficial ownership.

Positive

• Transparent disclosure of the September 2025 distribution and conversion transactions via an updated Schedule 13D/A
• Clear ownership figures reported: 9,245,584 shares and 1.30% of Class A outstanding based on the issuer's stated base

Negative

• Reduction in group ownership: all other reporting persons ceased to beneficially own any Issuer securities, which reduces the Pearl group’s collective stake
• Decreased influence compared with prior filings because ownership consolidated with a single individual at a lower percentage

Insights

Securities Analyst

TL;DR Ownership was redistributed and reduced; William J. Quinn now holds 1.30% and other reporting persons report zero holdings.

The amendment documents an internal conversion and distribution of Opco Common Units and Class C shares into Class A shares and direct distributions to Pearl-affiliated limited partners and members. The key investor metric is Mr. Quinn's reported beneficial ownership of 9,245,584 Class A shares, representing 1.30% on the issuer's stated share base. This is a disclosure of ownership structure change rather than an open-market trade, and the filing updates beneficial ownership and confirms no other transactions in the prior 60 days.

Corporate Governance Expert

TL;DR The filing clarifies equity reallocation among Pearl entities and reduces the reporting group’s collective influence.

The September 2025 Transactions appear to be an internal reallocation: certain Opco units and Class C shares converted to Class A and distributed for no consideration. The result is concentrated beneficial ownership with Mr. Quinn and cessation of holdings by other reporting persons. From a governance viewpoint, this reduces the Pearl group’s collective vote and formal reporting footprint, which may affect how the issuer and investors view shareholder composition, though the amendment provides no indication of a change in strategic intent toward the issuer.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. 4)

Permian Resources Corporation

(Name of Issuer)

Class A Common Stock, par value $0.0001 per share

(Title of Class of Securities)

71424F105

(CUSIP Number)

Matthew Pacey, P.C.
609 Main Street,
Houston, TX, 77002
(713) 836-3600

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

09/19/2025

(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. 71424F105

1

Name of reporting person

Pearl Energy Investments II, L.P.

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)

OO

5

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

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

0.00

12

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

13

Percent of class represented by amount in Row (11)

0 %

14

Type of Reporting Person (See Instructions)

PN

SCHEDULE 13D

CUSIP No. 71424F105

1

Name of reporting person

Pearl Energy Investments AIV, L.P.

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)

OO

5

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

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

0.00

12

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

13

Percent of class represented by amount in Row (11)

0 %

14

Type of Reporting Person (See Instructions)

PN

SCHEDULE 13D

CUSIP No. 71424F105

1

Name of reporting person

Pearl Energy Investment GP, L.P.

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)

OO

5

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

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

0.00

12

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

13

Percent of class represented by amount in Row (11)

0 %

14

Type of Reporting Person (See Instructions)

PN

SCHEDULE 13D

CUSIP No. 71424F105

1

Name of reporting person

Pearl Energy Investment UGP, LLC

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)

OO

5

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

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

0.00

12

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

13

Percent of class represented by amount in Row (11)

0 %

14

Type of Reporting Person (See Instructions)

OO

SCHEDULE 13D

CUSIP No. 71424F105

1

Name of reporting person

Pearl CIII Holdings, L.P.

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)

OO

5

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

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

0.00

12

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

13

Percent of class represented by amount in Row (11)

0 %

14

Type of Reporting Person (See Instructions)

PN

SCHEDULE 13D

CUSIP No. 71424F105

1

Name of reporting person

Pearl Energy Investments II GP, L.P.

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)

OO

5

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

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

0.00

12

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

13

Percent of class represented by amount in Row (11)

0 %

14

Type of Reporting Person (See Instructions)

PN

SCHEDULE 13D

CUSIP No. 71424F105

1

Name of reporting person

Pearl Energy Investment II UGP, LLC

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)

OO

5

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

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

0.00

12

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

13

Percent of class represented by amount in Row (11)

0 %

14

Type of Reporting Person (See Instructions)

OO

SCHEDULE 13D

CUSIP No. 71424F105

1

Name of reporting person

William J. Quinn

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)

OO

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 9,245,584.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 9,245,584.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

9,245,584.00

12

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

13

Percent of class represented by amount in Row (11)

1.30 %

14

Type of Reporting Person (See Instructions)

IN

Comment for Type of Reporting Person:

This reported securities represent 1,312,429 shares of Class A Common Stock ("Class A Shares") and 7,933,155 Class A Shares issuable upon conversion of Units and Class C Common Stock ("Class C Shares"). The percentage of class is calculated based upon 702,730,246 Class A Shares outstanding as of July 31, 2025, as reported in the Issuer's Form 10-Q filed with the Securities and Exchange Commission ("SEC") on August 7, 2025, as increased by 7,933,155 Class A Shares issuable upon conversion of Units and Class C Shares held by the reporting person.

SCHEDULE 13D

Item 1.	Security and Issuer
(a)	Title of Class of Securities: Class A Common Stock, par value $0.0001 per share
(b)	Name of Issuer: Permian Resources Corporation
(c)	Address of Issuer's Principal Executive Offices: 300 N. MARIENFELD ST., SUITE 1000, MIDLAND, TEXAS , 79701.
Item 1 Comment: This Amendment No. 4 ("Amendment No. 4") amends and supplements the Schedule 13D filed by the undersigned with the SEC on September 12, 2022 (the "Original Schedule 13D"), as amended by Amendment No. 1 filed with the SEC on March 6, 2024 ("Amendment No. 1"), Amendment No. 2 filed with the SEC on May 16, 2024 ("Amendment No. 2") and Amendment No. 3 filed with the SEC on June 21, 2024 ("Amendment No. 3" and together with Amendment No. 2, Amendment No. 1 and the Original Schedule 13D, the "Schedule 13D"). Except as set forth herein, the Schedule 13D is unmodified and remains in full force and effect. Capitalized terms used herein but not defined herein have the respective meanings ascribed to them in the Schedule 13D. This Amendment No. 4 is being filed on behalf of the reporting persons identified on the cover pages of this Amendment No. 4.
Item 4.	Purpose of Transaction
	Item 4 of the Schedule 13D is hereby amended to add the following at the end thereof: On September 16, 2025, William J. Quinn and his personal investment vehicle received a distribution of an aggregate of 7,933,155 Opco Common Units and Class C Shares. The remainder of the previously reported Opco Common Units and Class C Shares were converted into Class A Shares and distributed for no consideration to limited partners and members of the reporting persons (the "September 2025 Transactions").
Item 5.	Interest in Securities of the Issuer
(a)	See responses to row 9 and 11 on each cover page.
(b)	See responses to rows 5, 6, 7 and 8 on each cover page.
(c)	Except for the September 2025 Transactions described in Item 3 hereof, the reporting persons have not effected any transactions in Class A Shares within the prior 60 days.
(e)	As reflected in Amendment No. 3, the reporting persons beneficially owned less than 5% of the Issuer's Class A Common Stock as of June 19, 2024. After giving effect to the September 2025 Transactions, William J. Quinn's ownership decreased to 1.3% and all other reporting persons on this statement ceased to beneficially own any Issuer securities.
Item 7.	Material to be Filed as Exhibits.
	Exhibit No. 99.1 Joint Filing Agreement, dated as of May 16, 2024, by and among the Reporting Persons (filed as Exhibit 99.1 to the SC 13D/A filed with the SEC on May 16, 2024 and incorporated herein by reference).

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.

Pearl Energy Investments II, L.P.

Signature:	PEARL ENERGY INVESTMENTS II, L.P.
Name/Title:	General Partner
Date:	09/19/2025

Signature:	Pearl Energy Investment UGP, LLC
Name/Title:	General Partner
Date:	09/19/2025

Signature:	/s/ William J. Quinn
Name/Title:	William J. Quinn/Authorized Person
Date:	09/19/2025

Pearl Energy Investments AIV, L.P.

Signature:	Pearl Energy Investment GP, L.P.
Name/Title:	General Partner
Date:	09/19/2025

Signature:	Pearl Energy Investment UGP, LLC
Name/Title:	General Partner
Date:	09/19/2025

Signature:	/s/ William J. Quinn
Name/Title:	William J. Quinn/Authorized Person
Date:	09/19/2025

Pearl Energy Investment GP, L.P.

Signature:	Pearl Energy Investment UGP, LLC
Name/Title:	General Partner
Date:	09/19/2025

Signature:	/s/ William J. Quinn
Name/Title:	William J. Quinn/Authorized Person
Date:	09/19/2025

Pearl Energy Investment UGP, LLC

Signature:	/s/ William J. Quinn
Name/Title:	William J. Quinn/Authorized Person
Date:	09/19/2025

Pearl CIII Holdings, L.P.

Signature:	Pearl Energy Investment II GP, L.P.
Name/Title:	General Partner
Date:	09/19/2025

Signature:	Pearl Energy Investment II UGP, LLC
Name/Title:	General Partner
Date:	09/19/2025

Signature:	/s/ William J. Quinn
Name/Title:	William J. Quinn/Authorized Person
Date:	09/19/2025

Pearl Energy Investments II GP, L.P.

Signature:	Pearl Energy Investment UGP, LLC
Name/Title:	General Partner
Date:	09/19/2025

Signature:	/s/ William J. Quinn
Name/Title:	William J. Quinn/Authorized Person
Date:	09/19/2025

Pearl Energy Investment II UGP, LLC

Signature:	/s/ William J. Quinn
Name/Title:	William J. Quinn/Authorized Person
Date:	09/19/2025

William J. Quinn

Signature:	/s/ William J. Quinn
Name/Title:	William J. Quinn/Authorized Person
Date:	09/19/2025

FAQ

What did the Schedule 13D/A filed for Permian Resources (PR) disclose?

The filing discloses that on September 16, 2025 certain Opco Common Units and Class C shares were converted and distributed; William J. Quinn received 7,933,155 of those units and now beneficially owns 9,245,584 Class A shares.

How much of Permian Resources does William J. Quinn own after the transactions?

Mr. Quinn beneficially owns 9,245,584 Class A shares, representing 1.30% of Class A outstanding using 702,730,246 shares as the base.

Do other Pearl-affiliated reporting persons still own Permian Resources shares?

No. After the September 2025 transactions, all other reporting persons on this Schedule 13D/A report zero beneficial ownership.

Were there any open-market transactions in the 60 days before this filing?

Except for the September 2025 Transactions described, the reporting persons state they have not effected any transactions in Class A shares within the prior 60 days.

What was the nature of the September 2025 Transactions?

The filing states certain Opco Common Units and Class C shares were converted into Class A shares and distributed for no consideration to limited partners and members of the reporting persons, with 7,933,155 units distributed to Mr. Quinn and his vehicle.