STOCK TITAN

Riley Exploration (NASDAQ: REPX) reports 1M-share in-kind distribution

Filing Impact
(Moderate)
Filing Sentiment
(Neutral)
Form Type
SCHEDULE 13D/A

Rhea-AI Filing Summary

Riley Exploration Permian, Inc. (REPX) investors have updated ownership disclosures following an internal share distribution. Amendment No. 6 to the Schedule 13D reports that Riley Exploration Group, LLC (REXG) made pro rata in-kind distributions of 1,000,000 common shares to Yorktown-affiliated funds and other investors.

REXG now beneficially owns 715,219 shares, or 3.32% of the 21,567,428 shares outstanding as of March 2, 2026. Yorktown Energy Partners IX, L.P. and its related entities report beneficial ownership of 1,205,087 shares, or 5.59%, while Yorktown Energy Partners X, L.P. and related entities report 1,611,498 shares, or 7.47%.

Positive

  • None.

Negative

  • None.
Shares outstanding 21,567,428 shares Common stock outstanding as of March 2, 2026
In-kind distribution total 1,000,000 shares Pro rata distribution from Riley Exploration Group, LLC
Distribution to Yorktown IX 489,868 shares Common stock received in pro rata in-kind distribution
Distribution to Yorktown X 505,419 shares Common stock received in pro rata in-kind distribution
Other investors distribution 4,713 shares Common stock distributed to other investors
REXG beneficial ownership 715,219 shares (3.32%) Riley Exploration Group, LLC stake in common stock
Yorktown IX beneficial ownership 1,205,087 shares (5.59%) Yorktown IX and related entities’ stake
Yorktown X beneficial ownership 1,611,498 shares (7.47%) Yorktown X and related entities’ stake
pro rata in-kind distributions financial
"Pro rata in-kind distributions from Riley Exploration Group, LLC ("REXG") in the amount of 1,000,000 shares"
beneficially owns financial
"REXG beneficially owns 715,219 shares of Common Stock of the Issuer, representing 3.32%"
Beneficially owns means a person or entity enjoys the economic benefits and control of a security even if the legal title or registration is held in another name. Think of it like having the keys and profits from a car that is registered to a friend: you use it, benefit from it, and make decisions about it even though the official paperwork lists someone else. For investors, this matters because it reveals who truly controls shares, affects voting power, potential conflicts of interest, and regulatory disclosure obligations.
pecuniary interest financial
"disclaims beneficial ownership of the securities owned by REXG in excess of its pecuniary interests therein"
Schedule 13D regulatory
"This Amendment No. 6 to (this "Amendment No. 6") amends the Statement on filed with the SEC on March 8, 2021"
A Schedule 13D is a legal document that investors file with regulators when they buy a large enough stake in a company to potentially influence its management or decisions. It provides details about the investor’s intention, ownership stake, and plans, helping other investors understand who is gaining control and what their motives might be.
Section 13(d) of the Exchange Act regulatory
"beneficial owner of the reported Common Stock for the purposes of Section 13(d) of the Exchange Act"
sole general partner financial
"Yorktown IX Company LP is the sole general partner of Yorktown IX"





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)
04/07/2026

(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).




schemaVersion:


SCHEDULE 13D




Comment for Type of Reporting Person:
(1) The percent of class represented by the amount in Row (11) is based on 21,567,428 shares of common stock, par value $0.001 per share ("Common Stock") issued and outstanding as of March 2, 2026, which is the total number of shares outstanding as reported in the Issuer's annual report on Form 10-K filed with the SEC on March 4, 2026.


SCHEDULE 13D




Comment for Type of Reporting Person:
(1) These securities are directly held by Riley Exploration Group, LLC ("REXG"). Pursuant to the terms of the Amended and Restated Limited Liability Agreement of REXG ("REXG LLC Agreement"), Yorktown Energy Partners IX, L.P. ("Yorktown IX") and Yorktown Energy Partners X, L.P. ("Yorktown X") (collectively, "Yorktown"), have the ability to elect a majority of the Board of Managers of REXG. Yorktown IX disclaims beneficial ownership of the securities owned by REXG in excess of its pecuniary interests therein. (2) The percent of class represented by the amount in Row (11) is based on 21,567,428 shares of Common Stock issued and outstanding as of March 2, 2026, which is the total number of shares outstanding as reported in the Issuer's annual report on Form 10-K filed with the SEC on March 4, 2026.


SCHEDULE 13D




Comment for Type of Reporting Person:
(1) These securities are directly held by 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. Yorktown IX Company LP is the sole general partner of Yorktown IX. As a result, Yorktown IX Company LP may be deemed to have the power to vote or direct the vote or to dispose or direct the disposition of the units of REXG owned by Yorktown IX. Yorktown IX Company LP disclaims beneficial ownership of the securities owned by REXG in excess of its pecuniary interests therein. (2) The percent of class represented by the amount in Row (11) is based on 21,567,428 shares of Common Stock issued and outstanding as of March 2, 2026, which is the total number of shares outstanding as reported in the Issuer's annual report on Form 10-K filed with the SEC on March 4, 2026.


SCHEDULE 13D




Comment for Type of Reporting Person:
(1) These securities are directly held by 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. Yorktown IX Company LP is the sole general partner of Yorktown IX, and Yorktown IX Associates LLC is the sole general partner of Yorktown IX Company LP. As a result, Yorktown IX Associates LLC may be deemed to have the power to vote or direct the vote or to dispose or direct the disposition of the units of REXG owned by Yorktown IX. 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. Yorktown IX, Yorktown IX Company LP and Yorktown IX Associates LLC disclaim beneficial ownership of the securities owned by REXG in excess of their pecuniary interests therein. The managers of Yorktown IX Associates LLC disclaim beneficial ownership of the securities owned by REXG. (2) The percent of class represented by the amount in Row (11) is based on 21,567,428 shares of Common Stock issued and outstanding as of March 2, 2026, which is the total number of shares outstanding as reported in the Issuer's annual report on Form 10-K filed with the SEC on March 4, 2026.


SCHEDULE 13D




Comment for Type of Reporting Person:
(1) The securities in Rows 7 and 9 are directly held by Yorktown X. (2) The securities in Rows 8 and 10 are directly held by 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. Yorktown X disclaims beneficial ownership of the securities owned by REXG in excess of its pecuniary interests therein. (3) The percent of class represented by the amount in Row (11) is based on 21,567,428 shares of Common Stock issued and outstanding as of March 2, 2026, which is the total number of shares outstanding as reported in the Issuer's annual report on Form 10-K filed with the SEC on March 4, 2026.


SCHEDULE 13D




Comment for Type of Reporting Person:
(1) The securities in Rows 7 and 9 are held directly by Yorktown X. Yorktown X Company LP is the sole general partner of Yorktown X. As a result, Yorktown X Company LP may be deemed to have the power to vote or direct the vote or to dispose or direct the disposition of the Common Stock owned by Yorktown X. Yorktown X Company LP disclaims beneficial ownership of the securities owned by Yorktown X in excess of its pecuniary interests therein. (2) The securities in Rows 8 and 10 are directly held by 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. Yorktown X Company LP is the sole general partner of Yorktown X. As a result, Yorktown X Company LP may be deemed to have the power to vote or direct the vote or to dispose or direct the disposition of the units of REXG owned by Yorktown X. Yorktown X Company LP disclaims beneficial ownership of the securities owned by REXG in excess of its pecuniary interests therein. (3) The percent of class represented by the amount in Row (11) is based on 21,567,428 shares of Common Stock issued and outstanding as of March 2, 2026, which is the total number of shares outstanding as reported in the Issuer's annual report on Form 10-K filed with the SEC on March 4, 2026.


SCHEDULE 13D




Comment for Type of Reporting Person:
(1) The securities in Rows 7 and 9 are held directly by Yorktown X. Yorktown X Company LP is the sole general partner of Yorktown X, and Yorktown X Associates LLC is the sole general partner of Yorktown X Company LP. As a result, Yorktown X Associates LLC may be deemed to have the power to vote or direct the vote or to dispose or direct the disposition of the Common Stock owned by Yorktown X. 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. Yorktown X, Yorktown X Company LP and Yorktown X Associates LLC disclaim beneficial ownership of the securities owned by Yorktown X in excess of their pecuniary interests therein. The managers of Yorktown X Associates LLC disclaim beneficial ownership of the securities owned by Yorktown X. (2) The securities in Rows 8 and 10 are directly held by 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. Yorktown X Company LP is the sole general partner of Yorktown X, and Yorktown X Associates LLC is the sole general partner of Yorktown X Company LP. As a result, Yorktown X Associates LLC may be deemed to have the power to vote or direct the vote or to dispose or direct the disposition of the units of REXG owned by Yorktown X. 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. Yorktown X, Yorktown X Company LP and Yorktown X Associates LLC disclaim beneficial ownership of the securities owned by REXG in excess of their pecuniary interests therein. The managers of Yorktown X Associates LLC disclaim beneficial ownership of the securities owned by REXG. (3) The percent of class represented by the amount in Row (11) is based on 21,567,428 shares of Common Stock issued and outstanding as of March 2, 2026, which is the total number of Shares outstanding as reported in the Issuer's annual report on Form 10-K filed with the SEC on March 4, 2026.


SCHEDULE 13D


RILEY EXPLORATION GROUP, LLC
Signature:/s/ Harold Atkinson, Jr.
Name/Title:President
Date:04/09/2026
Yorktown Energy Partners IX, L.P.
Signature:/s/ Bryan H. Lawrence
Name/Title:Managing Member of the general partner of the general partner
Date:04/09/2026
Yorktown IX Company LP
Signature:/s/ Bryan H. Lawrence
Name/Title:Managing Member of the general partner
Date:04/09/2026
Yorktown IX Associates LLC
Signature:/s/ Bryan H. Lawrence
Name/Title:Managing Member of the general partner
Date:04/09/2026
Yorktown Energy Partners X, L.P.
Signature:/s/ Bryan H. Lawrence
Name/Title:Managing Member of the general partner of the general partner
Date:04/09/2026
Yorktown X Company LP
Signature:/s/ Bryan H. Lawrence
Name/Title:Managing Member of the general partner
Date:04/09/2026
Yorktown X Associates LLC
Signature:/s/ Bryan H. Lawrence
Name/Title:Managing Member of the general partner
Date:04/09/2026

FAQ

What does Riley Exploration Permian (REPX) disclose in Amendment No. 6 to its Schedule 13D?

Amendment No. 6 updates large shareholder ownership details after an internal share distribution. It describes how Riley Exploration Group, LLC and Yorktown-affiliated funds now hold Riley Exploration Permian common stock, including updated share counts and percentages based on 21,567,428 shares outstanding as of March 2, 2026.

How many Riley Exploration (REPX) shares were distributed in the reported transaction?

The filing reports pro rata in-kind distributions totaling 1,000,000 Riley Exploration Permian common shares. Of these, 489,868 shares went to Yorktown Energy Partners IX, L.P., 505,419 shares to Yorktown Energy Partners X, L.P., and 4,713 shares to other investors, reshaping direct holdings among related entities.

What ownership stake does Riley Exploration Group, LLC now report in REPX?

Riley Exploration Group, LLC reports beneficial ownership of 715,219 Riley Exploration Permian common shares. This position represents 3.32% of the company’s 21,567,428 shares outstanding as of March 2, 2026, reflecting its stake after the described in-kind distributions to Yorktown funds and other investors.

How large is Yorktown X’s beneficial stake in Riley Exploration Permian (REPX)?

Yorktown Energy Partners X, L.P., together with Yorktown X Company LP and Yorktown X Associates LLC, reports beneficial ownership of 1,611,498 shares. This represents 7.47% of Riley Exploration Permian’s outstanding common stock, again based on 21,567,428 shares outstanding as of March 2, 2026, per the company’s Form 10-K.

Do the Yorktown entities and managers claim full beneficial ownership of all REPX shares reported?

No. The Yorktown funds and their general partners disclaim beneficial ownership of shares beyond their pecuniary interests. Managers of Yorktown IX Associates LLC and Yorktown X Associates LLC also disclaim beneficial ownership of Riley Exploration Permian shares held by Riley Exploration Group, LLC and Yorktown Energy Partners X, L.P.