Prairie Operating (PROP) EVP Sweeney has restricted stock tax-withholding of 1,223 shares

Rhea-AI Filing Summary

Prairie Operating Co. executive Daniel T. Sweeney reported a tax-related share disposition. On March 5, 2026, 1,223 shares of common stock were withheld at $1.60 per share to satisfy tax obligations upon vesting of restricted stock, a non-open-market transaction. Sweeney beneficially owned 639,566 common shares directly after this withholding.

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

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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^*

Sweeney Daniel T.

(Last) (First) (Middle)

55 WAUGH DRIVE

SUITE 400

(Street)

HOUSTON TX 77007

(City) (State) (Zip)

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

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP, GC and Corp. Sec.

3. Date of Earliest Transaction (Month/Day/Year)
03/05/2026

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
Common Stock	03/05/2026		F		1,223(1)	D	$1.6	639,566	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 shares that were withheld upon vesting of restricted stock to satisfy tax withholding obligations.

	/s/ Daniel T. Sweeney	03/09/2026
	** 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).
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FAQ

What insider transaction did Prairie Operating Co. (PROP) report for Daniel T. Sweeney?

Prairie Operating Co. reported that executive Daniel T. Sweeney had 1,223 common shares withheld to cover tax obligations upon restricted stock vesting. This is a tax-withholding disposition, not an open-market sale, and is a routine administrative transaction.

Was the Prairie Operating Co. (PROP) Form 4 transaction an open-market sale?

No, the Form 4 shows a tax-withholding disposition, not an open-market sale. Shares were withheld upon restricted stock vesting to satisfy tax liabilities, which is a common mechanism and does not represent discretionary selling into the market.

How many Prairie Operating Co. (PROP) shares were involved in the tax withholding?

The filing reports 1,223 common shares withheld at $1.60 per share to cover tax obligations tied to restricted stock vesting. This relatively small share count indicates a routine tax-settlement event rather than a large insider transaction.

How many Prairie Operating Co. (PROP) shares does Daniel T. Sweeney hold after this transaction?

After the tax-withholding disposition, Daniel T. Sweeney directly beneficially owned 639,566 shares of Prairie Operating Co. common stock. This figure reflects his remaining direct holdings following the withholding of 1,223 shares for tax purposes.

What does transaction code F mean in the Prairie Operating Co. (PROP) Form 4?

Transaction code F indicates payment of an exercise price or tax liability by delivering or withholding securities. In this case, shares of Prairie Operating Co. common stock were withheld upon restricted stock vesting to satisfy Sweeney’s tax withholding obligations.

Does the Prairie Operating Co. (PROP) Form 4 suggest a change in insider sentiment?

The Form 4 reflects a tax-withholding disposition tied to restricted stock vesting, which is generally administrative rather than discretionary. Such transactions typically do not signal a change in insider sentiment toward Prairie Operating Co. or its prospects.