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Riley Exploration (REPX) CFO receives new time- and performance-based stock

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Riley Exploration Permian, Inc. reported that CFO and EVP Strategy Philip A. Riley acquired equity awards in the form of restricted common stock. He received 37,632 shares of time-based restricted stock that vest in three equal annual installments on April 1, 2027, April 1, 2028, and April 1, 2029, subject to forfeiture and accelerated vesting provisions. He also received a performance-based restricted stock award representing a maximum payout opportunity of 34,944 shares, equal to 200% of the target award, which cliff vests on April 1, 2029 based on relative total shareholder return performance versus a peer group for the period from January 1, 2026 through December 31, 2028. Following these awards, he directly holds 239,503 shares of common stock, which include significant amounts of restricted stock subject to vesting and other restrictions.

Positive

  • None.

Negative

  • None.
Insider Riley Philip A
Role CFO & EVP STRATEGY
Type Security Shares Price Value
Grant/Award Common Stock, par value $0.001 per share 34,944 $0.00 --
Grant/Award Common Stock, par value $0.001 per share 37,632 $0.00 --
Holdings After Transaction: Common Stock, par value $0.001 per share — 201,871 shares (Direct, null)
Footnotes (1)
  1. Represents shares of time-based restricted stock granted under the Issuer's Riley Exploration Permian, Inc. Second Amended and Restated 2021 Long Term Incentive Plan. Subject to certain forfeiture and accelerated vesting provisions, the shares vest in three equal annual installments on April 1, 2027, April 1, 2028, and April 1, 2029. This amount includes 110,950 shares of restricted common stock subject to vesting and certain other restrictions. Represents the maximum payout opportunity under a performance-based restricted stock award (the "Award"), equal to 200% of the target award, granted under Issuer's Riley Exploration Permian, Inc. Second Amended and Restated 2021 Long Term Incentive Plan. Subject to continued service and the achievement of specified performance criteria, the Award cliff vests on April 1, 2029 based on the Issuer's relative total shareholder return performance as compared to the Issuer's peer group during the performance period beginning January 1, 2026 and ending December 31, 2028. The number of shares earned may range from 0% to 200% of the target award based on achievement of the applicable performance metrics. This amount includes 148,582 shares of restricted common stock subject to vesting and certain other restrictions.
Time-based restricted stock grant 37,632 shares Granted to CFO Philip A. Riley; vesting 2027, 2028, 2029
Performance-based award maximum 34,944 shares Maximum payout opportunity equal to 200% of target award
Shares owned after transaction 239,503 shares Total direct common stock holdings following the reported grants
Restricted stock included (time-based) 110,950 shares Restricted common stock subject to vesting and other restrictions
Restricted stock included (performance-related) 148,582 shares Restricted common stock subject to vesting and other restrictions
Time-based vesting dates April 1, 2027, 2028, 2029 Three equal annual installments for time-based restricted stock
Performance period January 1, 2026 – December 31, 2028 Measurement window for performance-based restricted stock award
Performance award vesting date April 1, 2029 Cliff vest date subject to service and performance criteria
time-based restricted stock financial
"Represents shares of time-based restricted stock granted under the Issuer's Riley Exploration Permian, Inc. Second Amended and Restated 2021 Long Term Incentive Plan."
Time-based restricted stock are company shares granted to employees or executives that become fully owned and transferable only after the recipient stays with the company for specified time periods. Think of it like receiving a wrapped gift that opens a little each year; the gradual unlocking helps keep employees motivated and tied to long-term performance. Investors watch these grants because they can dilute existing shares when they vest and signal how management is being rewarded and incentivized.
performance-based restricted stock award financial
"Represents the maximum payout opportunity under a performance-based restricted stock award (the "Award"), equal to 200% of the target award, granted under Issuer's Riley Exploration Permian, Inc. Second Amended and Restated 2021 Long Term Incentive Plan."
relative total shareholder return financial
"the Award cliff vests on April 1, 2029 based on the Issuer's relative total shareholder return performance as compared to the Issuer's peer group during the performance period"
Relative total shareholder return measures how much an investor’s gain from a company — including stock price changes and dividends — beats or lags a chosen benchmark or peer group over a set time. Think of it as a race: it shows whether the company outpaced rivals or the market, which helps investors and boards judge performance, compare returns fairly, and link results to pay or investment decisions.
cliff vests financial
"Subject to continued service and the achievement of specified performance criteria, the Award cliff vests on April 1, 2029"
peer group financial
"based on the Issuer's relative total shareholder return performance as compared to the Issuer's peer group during the performance period"
long term incentive plan financial
"granted under the Issuer's Riley Exploration Permian, Inc. Second Amended and Restated 2021 Long Term Incentive Plan."
A long term incentive plan is a company program that awards executives and key employees bonuses—often in stock, options, or cash—only if the business meets multi-year performance goals. It links management pay to company results—like tying a coach’s bonus to a team’s multi-season record—so investors monitor it for how leaders are motivated, potential share dilution, and signals about the company’s long-term priorities.
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SEC Form 4
FORM 4UNITED 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*
Riley Philip A

(Last)(First)(Middle)
C/O RILEY EXPLORATION PERMIAN, INC.
29 EAST RENO, SUITE 500

(Street)
OKLAHOMA CITY OKLAHOMA 73104

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
Riley Exploration Permian, Inc. [ REPX ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
CFO & EVP STRATEGY
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
05/15/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
CodeVAmount(A) or (D)Price
Common Stock, par value $0.001 per share05/15/2026A34,944(1)A$0201,871(2)D
Common Stock, par value $0.001 per share05/15/2026A37,632(3)A$0239,503(4)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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Explanation of Responses:
1. Represents shares of time-based restricted stock granted under the Issuer's Riley Exploration Permian, Inc. Second Amended and Restated 2021 Long Term Incentive Plan. Subject to certain forfeiture and accelerated vesting provisions, the shares vest in three equal annual installments on April 1, 2027, April 1, 2028, and April 1, 2029.
2. This amount includes 110,950 shares of restricted common stock subject to vesting and certain other restrictions.
3. Represents the maximum payout opportunity under a performance-based restricted stock award (the "Award"), equal to 200% of the target award, granted under Issuer's Riley Exploration Permian, Inc. Second Amended and Restated 2021 Long Term Incentive Plan. Subject to continued service and the achievement of specified performance criteria, the Award cliff vests on April 1, 2029 based on the Issuer's relative total shareholder return performance as compared to the Issuer's peer group during the performance period beginning January 1, 2026 and ending December 31, 2028. The number of shares earned may range from 0% to 200% of the target award based on achievement of the applicable performance metrics.
4. This amount includes 148,582 shares of restricted common stock subject to vesting and certain other restrictions.
Remarks:
/s/Philip Riley05/19/2026
** Signature of Reporting PersonDate
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.
* Form 4: SEC 1474 (03-26)

FAQ

What insider transaction did Riley Exploration (REPX) report for its CFO?

Riley Exploration reported that CFO Philip A. Riley received two equity awards of restricted common stock. These consist of time-based and performance-based restricted stock grants under the company’s long-term incentive plan, increasing his direct holdings to 239,503 common shares.

How many restricted shares did the Riley Exploration (REPX) CFO receive?

Philip A. Riley received 37,632 shares of time-based restricted stock and a performance-based restricted stock award with a maximum payout of 34,944 shares. Both awards were granted at a per-share price of $0.0000 as compensation, not open-market purchases.

When do the new time-based restricted shares for REPX’s CFO vest?

The 37,632 time-based restricted shares vest in three equal annual installments on April 1, 2027, April 1, 2028, and April 1, 2029. Vesting remains subject to certain forfeiture and accelerated vesting provisions outlined in Riley Exploration Permian’s long-term incentive plan.

What performance conditions apply to the REPX CFO’s performance-based restricted stock?

The performance-based restricted stock award vests based on Riley Exploration’s relative total shareholder return versus a peer group. Performance is measured over a period from January 1, 2026 through December 31, 2028, with a cliff vesting date of April 1, 2029, subject to continued service.

What is the maximum payout opportunity of the REPX CFO’s performance award?

The Form 4 states the performance-based restricted stock grant represents a maximum payout opportunity of 34,944 shares, equal to 200% of the target award. The actual number of shares earned can range from 0% to 200% of target, depending on performance.

How many Riley Exploration (REPX) shares does the CFO hold after these awards?

After these grants, Philip A. Riley directly owns 239,503 shares of Riley Exploration common stock. This total includes substantial restricted stock positions that remain subject to vesting schedules and other restrictions specified in the company’s long-term incentive plan.