Prairie Operating CEO awarded 425K RSUs, perf units

Patton Gregory Scott reported acquisition or exercise transactions in this Form 4 filing.

Rhea-AI Filing Summary

Patton Gregory Scott reported acquisition or exercise transactions in this Form 4 filing.

Prairie Operating Co. disclosed that Chief Executive Officer Gregory Scott Patton received new equity awards. He was granted 425,000 restricted stock units (RSUs) under the 2024 Amended & Restated Long-Term Incentive Plan, each representing one future share of common stock upon vesting. These RSUs vest in three equal annual installments beginning on June 23, 2027. Patton was also granted 425,000 performance units, each tied to one share of common stock and vesting only if specified stock price milestones in his Performance Unit Award Agreement are achieved. Following these awards, he directly holds 1,116,224 shares of common stock.

Insider Trade Summary

Grant/Award: 850,000 shares

Grant/Award 2 txns

Insider Patton Gregory Scott

Role Chief Executive Officer

Type	Security	Shares	Price	Value
Grant/Award	Performance Units	425,000	$0.00	$0.00
Grant/Award	Common Stock	425,000	$0.00	$0.00

Holdings After Transaction: Performance Units — 425,000 contracts (Direct); Common Stock — 1,116,224 shares (Direct)

Footnotes (2)

1. F1. Represents restricted stock units ("RSUs") granted under the 2024 Amended & Restated Prairie Operating Co. Long-Term Incentive Plan (as amended, the "LTIP"). Each RSU represents a contingent right to receive, upon vesting, one share of common stock, par value $0.01 per share ("Common Stock"), of Prairie Operating Co. (the "Issuer"). The 425,000 RSUs reported on this Form 4 will vest ratably in three annual installments beginning on June 23, 2027.
2. F2. Represents an award of performance units representing a contingent right to receive one share of Common Stock of the Issuer per performance unit. The performance units were granted under the LTIP on June 23, 2027 and vest upon the achievement of certain stock price milestones set forth in the Performance Unit Award Agreement between the Issuer and Mr. Patton.

Key Figures

RSU grant size: 425,000 units RSU vesting start: June 23, 2027 Performance unit grant size: 425,000 units +2 more

5 metrics

RSU grant size 425,000 units Restricted stock units granted under 2024 Amended & Restated LTIP

RSU vesting start June 23, 2027 RSUs vest ratably in three annual installments beginning this date

Performance unit grant size 425,000 units Performance units granted under LTIP, each tied to one common share

Common shares after grant 1,116,224 shares CEO’s direct Prairie Operating common stock holdings following the RSU award

Transaction price per unit $0.00 Stated transaction price for both RSUs and performance units

Key Terms

restricted stock units ("RSUs"), Long-Term Incentive Plan, performance units, stock price milestones

4 terms

restricted stock units ("RSUs") financial

"Represents restricted stock units ("RSUs") granted under the 2024 Amended & Restated Prairie Operating Co. Long-Term Incentive Plan"

Restricted stock units (RSUs) are a company promise to give an employee shares of stock (or cash equivalent) in the future, but only after certain conditions—usually staying with the company for a set time or hitting performance goals—are met. Investors watch RSUs because when they vest they increase the number of shares outstanding and can lead insiders to sell shares, affecting share price, company dilution and the true cost of employee pay.

Long-Term Incentive Plan financial

"granted under the 2024 Amended & Restated Prairie Operating Co. Long-Term Incentive Plan (as amended, the "LTIP")"

A long-term incentive plan is a company program that pays executives or employees with stock, options, or cash tied to multi-year performance goals, where the rewards become theirs only after meeting conditions over time. Think of it as a delayed bonus or retirement-style reward that aligns employees’ interests with shareholders by encouraging them to boost long-term value; investors watch these plans because they affect pay costs, share dilution and management incentives.

performance units financial

"Represents an award of performance units representing a contingent right to receive one share of Common Stock"

Performance units are company awards that become valuable only if specified business targets are met; they typically convert into shares or cash when performance goals are achieved. Think of them like a conditional bonus that turns into stock only if the company hits agreed milestones, so they align managers’ incentives with shareholders’ interests and can affect future share count, executive pay expense, and investor returns.

stock price milestones financial

"vest upon the achievement of certain stock price milestones set forth in the Performance Unit Award Agreement"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What equity awards did Prairie Operating (PROP) grant to its CEO?

Prairie Operating granted CEO Gregory Scott Patton 425,000 restricted stock units and 425,000 performance units. Each unit represents a contingent right to receive one share of common stock if vesting conditions are satisfied under the company’s long-term incentive plan.

How do the 425,000 RSUs granted to Prairie Operating’s CEO vest?

The 425,000 RSUs vest in three equal annual installments beginning June 23, 2027. Each vested RSU converts into one share of Prairie Operating common stock, aligning the CEO’s compensation with longer-term company performance and retention objectives under the long-term incentive plan.

What are the terms of the 425,000 performance units granted by Prairie Operating?

The 425,000 performance units give a contingent right to one share of common stock per unit. They vest only upon achievement of specified stock price milestones detailed in a Performance Unit Award Agreement between Prairie Operating and CEO Gregory Scott Patton.

Under which plan were the Prairie Operating CEO’s new awards granted?

Both the RSUs and performance units were granted under Prairie Operating’s 2024 Amended & Restated Long-Term Incentive Plan. This plan provides stock-based compensation, linking executive rewards to the company’s common stock performance over multi-year periods.

How many Prairie Operating common shares does the CEO hold after these grants?

After the reported RSU grant, CEO Gregory Scott Patton directly holds 1,116,224 shares of Prairie Operating common stock. This figure reflects his position following the June 23, 2026 transaction reported in the Form 4 insider filing.

Do the new Prairie Operating CEO awards involve any stock purchases or sales?

The reported transactions are grants, not market trades. They show awards of RSUs and performance units at a stated price of $0.00 per unit, with no open-market buying or selling of Prairie Operating common stock disclosed in this Form 4.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 06/25/2026 - 07:55 PM EDT Learn about SEC filing dates

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

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^*

Patton Gregory Scott

(Last) (First) (Middle)

55 WAUGH DRIVE

SUITE 400

(Street)

HOUSTON TEXAS 77007

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Prairie Operating Co. [ PROP ]

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/23/2026

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

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

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

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
Common Stock	06/23/2026		A		425,000(1)	A	$0	1,116,224	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
Performance Units	(2)	06/23/2026		A		425,000		(2)	(2)	Common Stock	425,000	$0	425,000	D

Explanation of Responses:

1. Represents restricted stock units ("RSUs") granted under the 2024 Amended & Restated Prairie Operating Co. Long-Term Incentive Plan (as amended, the "LTIP"). Each RSU represents a contingent right to receive, upon vesting, one share of common stock, par value $0.01 per share ("Common Stock"), of Prairie Operating Co. (the "Issuer"). The 425,000 RSUs reported on this Form 4 will vest ratably in three annual installments beginning on June 23, 2027.

2. Represents an award of performance units representing a contingent right to receive one share of Common Stock of the Issuer per performance unit. The performance units were granted under the LTIP on June 23, 2027 and vest upon the achievement of certain stock price milestones set forth in the Performance Unit Award Agreement between the Issuer and Mr. Patton.

	/s/ Gregory S. Patton	06/25/2026
	** 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.
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* Form 4: SEC 1474 (03-26)