Major REPX holders Yorktown and REXG detail 7.81% and 9.59% stakes
Riley Exploration Permian, Inc. received an updated ownership report from Riley Exploration Group, LLC (REXG) and affiliated Yorktown investment entities. The filing shows how many shares these sponsors control and how that ties to their partnership structure.
REXG beneficially owns 1,715,219 shares of common stock, or 7.81% of the 21,968,906 shares outstanding as of October 31, 2025. Yorktown IX, Yorktown IX Company LP and Yorktown IX Associates LLC each report the same 1,715,219-share, 7.81% beneficial stake through REXG. Yorktown X, Yorktown X Company LP and Yorktown X Associates LLC report beneficial ownership of 2,106,079 shares, or 9.59% of the company.
The amendment also discloses that on November 21, 2025, REXG contributed 250,000 Riley Exploration Permian shares to Combo Resources, LLC in exchange for 870,000 Class B units of Combo. The reporting entities and their managers broadly disclaim beneficial ownership beyond their economic interests in these holdings.
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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549 |
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 5)
|
Riley Exploration Permian, Inc. (Name of Issuer) |
Common Stock, par value $0.001 per share (Title of Class of Securities) |
76665T102 (CUSIP Number) |
Bryan H. Lawrence Riley Exploration Group, LLC, 29 East Reno, Suite 500 Oklahoma City, OK, 73104 (212) 515-2112 Jesse E. Betts Willkie Farr & Gallagher LLP, 2828 Routh Street Dallas, TX, 75201 (214) 233-4537 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) |
11/21/2025 (Date of Event Which Requires Filing of This Statement) |
SCHEDULE 13D
|
| CUSIP No. | 76665T102 |
| 1 |
Name of reporting person
Riley Exploration Group, 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: |
| ||||||||
| 11 | Aggregate amount beneficially owned by each reporting person
1,715,219.00 | ||||||||
| 12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
| ||||||||
| 13 | Percent of class represented by amount in Row (11)
7.81 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
OO |
SCHEDULE 13D
|
| CUSIP No. | 76665T102 |
| 1 |
Name of reporting person
Yorktown Energy Partners IX, 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: |
| ||||||||
| 11 | Aggregate amount beneficially owned by each reporting person
1,715,219.00 | ||||||||
| 12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
| ||||||||
| 13 | Percent of class represented by amount in Row (11)
7.81 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
PN |
SCHEDULE 13D
|
| CUSIP No. | 76665T102 |
| 1 |
Name of reporting person
Yorktown IX Company LP | ||||||||
| 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: |
| ||||||||
| 11 | Aggregate amount beneficially owned by each reporting person
1,715,219.00 | ||||||||
| 12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
| ||||||||
| 13 | Percent of class represented by amount in Row (11)
7.81 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
PN |
SCHEDULE 13D
|
| CUSIP No. | 76665T102 |
| 1 |
Name of reporting person
Yorktown IX Associates 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: |
| ||||||||
| 11 | Aggregate amount beneficially owned by each reporting person
1,715,219.00 | ||||||||
| 12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
| ||||||||
| 13 | Percent of class represented by amount in Row (11)
7.81 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
OO |
SCHEDULE 13D
|
| CUSIP No. | 76665T102 |
| 1 |
Name of reporting person
Yorktown Energy Partners X, 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: |
| ||||||||
| 11 | Aggregate amount beneficially owned by each reporting person
2,106,079.00 | ||||||||
| 12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
| ||||||||
| 13 | Percent of class represented by amount in Row (11)
9.59 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
PN |
SCHEDULE 13D
|
| CUSIP No. | 76665T102 |
| 1 |
Name of reporting person
Yorktown X Company LP | ||||||||
| 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: |
| ||||||||
| 11 | Aggregate amount beneficially owned by each reporting person
2,106,079.00 | ||||||||
| 12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
| ||||||||
| 13 | Percent of class represented by amount in Row (11)
9.59 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
PN |
SCHEDULE 13D
|
| CUSIP No. | 76665T102 |
| 1 |
Name of reporting person
Yorktown X Associates 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: |
| ||||||||
| 11 | Aggregate amount beneficially owned by each reporting person
2,106,079.00 | ||||||||
| 12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
| ||||||||
| 13 | Percent of class represented by amount in Row (11)
9.59 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
OO |
SCHEDULE 13D
|
| Item 1. | Security and Issuer | |
| (a) | Title of Class of Securities:
Common Stock, par value $0.001 per share | |
| (b) | Name of Issuer:
Riley Exploration Permian, Inc. | |
| (c) | Address of Issuer's Principal Executive Offices:
29 E. RENO AVENUE, SUITE 500, OKLAHOMA CITY,
OKLAHOMA
, 73104. | |
Item 1 Comment:
This Amendment No. 5 to Schedule 13D (this "Amendment No. 5") amends the Statement on Schedule 13D filed with the SEC on March 8, 2021 (the "Original Schedule 13D"), as amended by Amendment No. 1 to the Original Schedule 13D filed with the SEC on July 30, 2021, as amended by Amendment No. 2 to the Original Schedule 13D filed with the SEC on October 18, 2021, as amended by Amendment No. 3 to the Original Schedule 13D filed with the SEC on July 19, 2023, as amended by Amendment No. 4 to the Original Schedule 13D filed with the SEC on April 10, 2024 (collectively, the "Schedule 13D"). This Amendment No. 5 amends the information disclosed in the Schedule 13D as set forth herein. Except as otherwise specified in this Amendment No. 5, all Items remain unchanged in all material respects. Capitalized terms used herein but not defined herein have the respective meanings ascribed to them in the Schedule 13D. | ||
| Item 4. | Purpose of Transaction | |
Item 4 of the Schedule 13D is hereby amended and supplemented as follows:
Pursuant to a Contribution Agreement (the "Contribution Agreement") entered into as of November 21, 2025, by and between REXG and Combo Resources, LLC, a Delaware limited liability company ("Combo"), REXG contributed 250,000 shares of Common Stock of the Issuer in exchange for Combo issuing 870,000 Class B Units of membership interest in Combo. | ||
| Item 5. | Interest in Securities of the Issuer | |
| (a) | Item 5(a) is hereby amended and restated in its entirety by the following:
The information below is based on 21,968,906 shares of Common Stock issued and outstanding as of October 31, 2025, which is the total number of Shares outstanding as reported in the Issuer's quarterly report on Form 10-Q filed with the SEC on November 5, 2025.
REXG beneficially owns 1,715,219 shares of Common Stock of the Issuer, representing 7.81% of the outstanding Common Stock of the Issuer. Each of Yorktown IX, Yorktown IX Company LP and Yorktown IX Associates LLC beneficially owns an aggregate of 1,715,219 shares of Common Stock of the Issuer, representing 7.81% of the outstanding Common Stock of the Issuer. Yorktown X, Yorktown X Company LP, and Yorktown X Associates LLC beneficially own 2,106,079 shares of Common Stock of the Issuer, representing 9.59% of the outstanding Common Stock of the Issuer. Each Reporting Person disclaims beneficial ownership of the reported Common Stock except to the extent of such Reporting Person's pecuniary interest therein, and this statement shall not be deemed an admission that such Reporting Person is the beneficial owner of the reported Common Stock for the purposes of Section 13(d) of the Exchange Act or any other purpose. The managers of Yorktown IX Associates LLC, who act by majority approval, are Bryan H. Lawrence, W. Howard Keenan, Jr., Peter A. Leidel, Tomas R. LaCosta, Robert A. Signorino and Bryan R. Lawrence. The managers of Yorktown IX Associates LLC disclaim beneficial ownership of the securities owned by REXG. The managers of Yorktown X Associates LLC, who act by majority approval, are Bryan H. Lawrence, W. Howard Keenan, Jr., Peter A. Leidel, Tomas R. LaCosta, Robert A. Signorino and Bryan R. Lawrence. The managers of Yorktown X Associates LLC disclaim beneficial ownership of the securities owned by Yorktown X and REXG. | |
| (b) | Item 5(b) is hereby amended and restated in its entirety by the following:
REXG directly owns 1,715,219 shares of Common Stock of the Issuer. Yorktown X directly owns 390,860 shares of Common Stock of the Issuer. Yorktown IX and Yorktown X (collectively, "Yorktown") collectively own a majority interest in REXG. Pursuant to the terms of the REXG LLC Agreement Yorktown has the ability to elect a majority of the Board of Managers of REXG. Because Yorktown IX Associates LLC is the sole general partner of Yorktown IX Company LP, the sole general partner of Yorktown IX, it may be deemed to beneficially own shares of the Issuer based on its relationship with Yorktown IX. Yorktown IX, Yorktown IX Company LP and Yorktown IX Associates LLC disclaim beneficial ownership of the shares owned by REXG except to the extent of their pecuniary interest therein. Because Yorktown X Associates LLC is the sole general partner of Yorktown X Company LP, the sole general partner of Yorktown X, it may be deemed to beneficially own shares of the Issuer based on its relationship with Yorktown X. Yorktown X, Yorktown X Company LP and Yorktown Associates LLC disclaim beneficial ownership of the shares owned by REXG except to the extent of their pecuniary interest therein and Yorktown X Company LP and Yorktown X Associates LLC disclaim beneficial ownership of the shares owned by Yorktown X except to the extent of their pecuniary interest therein. The managers of Yorktown IX Associates LLC, who act by majority approval, are Bryan H. Lawrence, W. Howard Keenan, Jr., Peter A. Leidel, Tomas R. LaCosta, Robert A. Signorino and Bryan R. Lawrence. The managers of Yorktown IX Associates LLC disclaim beneficial ownership of the securities owned by REXG. The managers of Yorktown X Associates LLC, who act by majority approval, are Bryan H. Lawrence, W. Howard Keenan, Jr., Peter A. Leidel, Tomas R. LaCosta, Robert A. Signorino and Bryan R. Lawrence. The managers of Yorktown X Associates LLC disclaim beneficial ownership of the securities owned by Yorktown X and REXG. | |
| (c) | Item 5(c) is hereby amended and restated in its entirety by the following:
Other than as disclosed in Item 4 of this Amendment No. 6, none of the Reporting Persons has effected any transactions in the Common Stock during the past 60 days. | |
| Item 7. | Material to be Filed as Exhibits. | |
Item 7 of the Schedule 13D is hereby amended and supplemented as follows:
Exhibit 99.1 Contribution Agreement, dated November 21, 2025 by and between, Riley Exploration Group, LLC and Combo Resources, LLC.*
*Filed herewith. | ||
| 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.
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