CDEV / Centennial Resource Development Inc. - Class A - SEC-Einreichungen, Jahresbericht, Proxy Statement

As filed with the U.S. Securities and Exchange Commission on May 20, 2026

S-8 As filed with the U.S. Securities and Exchange Commission on May 20, 2026 Registration No. 333-    UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-8 REGISTRATION STATEMENT under the Securities Act of 1933 PERMIAN RESOURCES CORPORATION (Exact Name of Registrant as Specified in Its Charter) Delaware 300 N. Marienfeld Street, Suite 1000 Midland, TX 79701 41-3338782

Table 1: Newly Registered Securities

Calculation of Filing Fee Tables S-8 Permian Resources Corp Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee 1 Equity Class A Common Stock, par value $0.

FIRST AMENDMENT TO THE PERMIAN RESOURCES CORPORATION 2023 LONG TERM INCENTIVE PLAN

Exhibit 10.1 FIRST AMENDMENT TO THE PERMIAN RESOURCES CORPORATION 2023 LONG TERM INCENTIVE PLAN This First Amendment to the Permian Resources Corporation 2023 Long Term Incentive Plan (the “Plan”) was approved and adopted by the Board of Directors of Permian Resources Corporation, a Delaware corporation (the “Company”), on February 23, 2026, subject to approval by the stockholders of the Company,

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 19, 2026 PERMIAN RESOURCES CO

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 19, 2026 PERMIAN RESOURCES CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-37697 41-3338782 (State or other jurisdiction of incorporation) (Commiss

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ Quarterly report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended March 31, 2026 ☐ Transition report pursuant to

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ Quarterly report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended March 31, 2026 OR ☐ Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission file number 001-37697 PERMIAN RESOURCES COR

CREDIT AGREEMENT dated as of April 30, 2026 PERMIAN RESOURCES OPERATING, LLC as Borrower The Lenders Party Hereto JPMORGAN CHASE BANK, N.A. as Administrative Agent, JPMORGAN CHASE BANK, N.A., as a Joint Lead Arranger and a Joint Bookrunner BOFA SECUR

EX-10.1 CERTAIN IDENTIFIED INFORMATION HAS BEEN EXCLUDED FROM THIS EXHIBIT BECAUSE IT IS BOTH (I) NOT MATERIAL AND (II) THE TYPE OF INFORMATION THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL AND HAS BEEN MARKED WITH “[***]” TO INDICATE WHERE OMISSIONS HAVE BEEN MADE. Exhibit 10.1 Execution Version CREDIT AGREEMENT dated as of April 30, 2026 among PERMIAN RESOURCES OPERATING, LLC as Borrower

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 30, 2026 PERMIAN RESOURCES

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 30, 2026 PERMIAN RESOURCES CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-37697 41-3338782 (State or other jurisdiction of incorporation) (Commi

Permian Resources Announces Strong First Quarter 2026 Results and Increased Full Year Guidance

Permian Resources Announces Strong First Quarter 2026 Results and Increased Full Year Guidance MIDLAND, Texas – May 6, 2026 (BUSINESS WIRE) - Permian Resources Corporation (“Permian Resources” or the “Company”) (NYSE: PR) today announced its first quarter 2026 financial and operational results and revised 2026 guidance.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 6, 2026 PERMIAN RESOURCES COR

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 6, 2026 PERMIAN RESOURCES CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-37697 41-3338782 (State or other jurisdiction of incorporation) (Commissi

ARS

permianres.com 300 N. Marienfeld Street, Suite 1000, Midland, Texas 79701 PERMIAN RESOURCES | 2025 Annual Report Delivering Leading Shareholder Returns 2025 Annual ReportArea of Operations Operating Areas Headquartered in Midland, Texas, Permian Resources is an independent oil and natural gas company focused on delivering peer-leading returns through its low-cost leadership, proven acquisition str

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant Filed by a Party other than the Registrant

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant Filed by a Party other than the Registrant Check the appropriate box: Preliminary Proxy Statement Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant Filed by a Party other than the Registrant

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant Filed by a Party other than the Registrant Check the appropriate box: Preliminary Proxy Statement Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) Definitive Prox

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant Filed by a Party other than the Registrant

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant Filed by a Party other than the Registrant Check the appropriate box: Preliminary Proxy Statement Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2

SUBSIDIARIES(1)

EXHIBIT 21.1 SUBSIDIARIES(1) Legal Name State of Incorporation Permian Resources Operating, LLC Delaware (1) The list above excludes certain subsidiaries that, in the aggregate as a single subsidiary, do not constitute a “significant subsidiary” as defined in Rule 1-02(w) of Regulation S-X as of December 31, 2025.

PERMIAN RESOURCES CORPORATION CLAWBACK POLICY

Exhibit 97.1 PERMIAN RESOURCES CORPORATION CLAWBACK POLICY Permian Resources Corporation (the “Company”) has adopted this Clawback Policy (this “Policy”), effective as of January 7, 2026 (the “Effective Date”), which policy is an amendment and restatement of the Permian Resources Corporation Clawback Policy, effective October 2, 2023 (the “Prior PR Policy”) and the Centennial Resource Development,

January 23, 2026

Exhibit 99.3 January 23, 2026 Ms. Natalie La Permian Resources Corporation 300 North Marienfeld Street, Suite 1000 Midland, Texas 79701 Dear Ms. La: In accordance with your request, we have estimated the proved reserves and future revenue, as of December 31, 2025, to the Permian Resources Corporation (Permian Resources) interest in certain oil and gas properties located in New Mexico, North Dakota

SECOND AMENDED AND RESTATED BYLAWS PERMIAN RESOURCES CORPORATION (THE “CORPORATION”) ARTICLE I

EXHIBIT 3.2 SECOND AMENDED AND RESTATED BYLAWS OF PERMIAN RESOURCES CORPORATION (THE “CORPORATION”) ARTICLE I OFFICES Section 1.1 Registered Office. The registered office of the Corporation within the State of Delaware shall be located at either (a) the principal place of business of the Corporation in the State of Delaware or (b) the office of the corporation or individual acting as the Corporati

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☑ Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the fiscal year ended December 31, 2025 ☐ Transition Report Pursuant to Secti

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☑ Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the fiscal year ended December 31, 2025 or ☐ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Commission file number 001-37697 PERMIAN RESOURCES CORPORATION (Exact name of registrant as s

DESCRIPTION OF THE REGISTRANT’S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934

Exhibit 4.2 DESCRIPTION OF THE REGISTRANT’S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 The following description of capital stock of Permian Resources Corporation (the “Company,” “we,” “us” or “our”) is not, and does not purport to be, complete. This description is summarized from, and qualified in its entirety by reference to, our Amended and Restated Cert

Permian Resources Corporation Insider Trading Policy (Policy last revised on January 7, 2026)

Exhibit 19.1 Permian Resources Corporation Insider Trading Policy (Policy last revised on January 7, 2026) I. INTRODUCTION Purpose The purpose of this Insider Trading Policy (this “Policy”) is to help Permian Resources Corporation and its subsidiaries (collectively, the “Company”) comply with federal and state securities laws and to preserve the reputation and integrity of the Company. This Policy

RESTRICTED STOCK UNIT GRANT NOTICE

Exhibit 10.31 PERMIAN RESOURCES CORPORATION 2023 LONG TERM INCENTIVE PLAN RESTRICTED STOCK UNIT GRANT NOTICE Capitalized terms not specifically defined in this Restricted Stock Unit Grant Notice (the “Grant Notice”) have the meanings given to them in the 2023 Long Term Incentive Plan (as amended from time to time, the “Plan”) of Permian Resources Corporation (formerly known as Centennial Resource

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 25, 2026 PERMIAN RESOURC

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 25, 2026 PERMIAN RESOURCES CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-37697 41-3338782 (State or other jurisdiction of incorporation) (Co

Permian Resources Announces Strong Fourth Quarter 2025 Results and Provides Full Year 2026 Plan with Improved Capital Efficiency and Increased Base Dividend

Permian Resources Announces Strong Fourth Quarter 2025 Results and Provides Full Year 2026 Plan with Improved Capital Efficiency and Increased Base Dividend MIDLAND, Texas – February 25, 2026 (BUSINESS WIRE) - Permian Resources Corporation (“Permian Resources” or the “Company”) (NYSE: PR) today announced its fourth quarter and full year 2025 financial and operational results and 2026 financial and operational plans.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 16, 2026 PERMIAN RESOURCE

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 16, 2026 PERMIAN RESOURCES CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-37697 41-3338782 (State or other jurisdiction of incorporation) (Com

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13

15-12G OMB APPROVAL OMB Number: 3235-0167 Expires: August 31, 2027 Estimated average burden hours per response 1.

Table 1: Newly Registered Securities

Calculation of Filing Fee Tables S-8 Permian Resources Corp Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee 1 Equity Common Stock, par value $0.

As filed with the U.S. Securities and Exchange Commission on January 7, 2026.

S-8 POS As filed with the U.S. Securities and Exchange Commission on January 7, 2026. Registration No. 333-275406 333-272352 333-264599 333-238798 333-231514 333-215119 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-8 REGISTRATION STATEMENT NO. 333-275406 FORM S-8 REGISTRATION STATEMENT NO. 333-272352 FORM S-8 REGISTRATION STATEMENT

PERMIAN RESOURCES OPERATING, LLC EIGHTH AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT Dated as of January 7, 2026 THE LIMITED LIABILITY COMPANY INTERESTS REPRESENTED BY THIS EIGHTH AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT H

EX-10.2 Exhibit 10.2 Execution Version PERMIAN RESOURCES OPERATING, LLC EIGHTH AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT Dated as of January 7, 2026 THE LIMITED LIABILITY COMPANY INTERESTS REPRESENTED BY THIS EIGHTH AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT HAVE NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED, OR UNDER ANY OTHER APPLICAB

As filed with the Securities and Exchange Commission on January 7, 2026

POSASR As filed with the Securities and Exchange Commission on January 7, 2026 Registration No.

As filed with the U.S. Securities and Exchange Commission on January 7, 2026.

S-8 POS As filed with the U.S. Securities and Exchange Commission on January 7, 2026. Registration No. 333-275406 333-272352 333-264599 333-238798 333-231514 333-215119 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-8 REGISTRATION STATEMENT NO. 333-275406 FORM S-8 REGISTRATION STATEMENT NO. 333-272352 FORM S-8 REGISTRATION STATEMENT

As filed with the U.S. Securities and Exchange Commission on January 7, 2026.

S-8 POS As filed with the U.S. Securities and Exchange Commission on January 7, 2026. Registration No. 333-275406 333-272352 333-264599 333-238798 333-231514 333-215119 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-8 REGISTRATION STATEMENT NO. 333-275406 FORM S-8 REGISTRATION STATEMENT NO. 333-272352 FORM S-8 REGISTRATION STATEMENT

AMENDED AND RESTATED CERTIFICATE OF INCORPORATION PRC NEWCO INC January 7, 2026

EX-3.1 Exhibit 3.1 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF PRC NEWCO INC January 7, 2026 PRC NEWCO INC, a corporation organized and existing under the laws of the State of Delaware (the “Corporation”), DOES HEREBY CERTIFY AS FOLLOWS: 1. The name of the Corporation is “PRC NEWCO INC”. 2. The original Certificate of Incorporation of the Corporation was filed with the Secretary of State

As filed with the U.S. Securities and Exchange Commission on January 7, 2026.

S-8 POS As filed with the U.S. Securities and Exchange Commission on January 7, 2026. Registration No. 333-275406 333-272352 333-264599 333-238798 333-231514 333-215119 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-8 REGISTRATION STATEMENT NO. 333-275406 FORM S-8 REGISTRATION STATEMENT NO. 333-272352 FORM S-8 REGISTRATION STATEMENT

As filed with the U.S. Securities and Exchange Commission on January 7, 2026

S-3ASR Table of Contents As filed with the U.S. Securities and Exchange Commission on January 7, 2026 Registration No. 333-      UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-3 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 PERMIAN RESOURCES CORPORATION (Exact name of registrant as specified in its charter) Delaware 41-3338782 (State or other jurisdiction

As filed with the U.S. Securities and Exchange Commission on January 7, 2026

S-8 As filed with the U.S. Securities and Exchange Commission on January 7, 2026 Registration No. 333-    UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-8 REGISTRATION STATEMENT under the Securities Act of 1933 PERMIAN RESOURCES CORPORATION (Exact name of registrant as specified in its charter) Delaware 300 N. Marienfeld Street, Suite 1000 Midland, TX 79701 41-33387

SECOND AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT

EX-4.1 Exhibit 4.1 SECOND AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT THIS SECOND AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of January 7, 2026, is made and entered into by and among Permian Resources Corporation (f/k/a PRC NewCo Inc), a Delaware corporation (the “Company”), Permian Resources Holdings Inc. (f/k/a Permian Resources Corporation), a Delawar

Permian Resources Completes Previously Announced Corporate Reorganization

EX-99.1 Exhibit 99.1 Permian Resources Completes Previously Announced Corporate Reorganization MIDLAND, Texas – Permian Resources Corporation (NYSE: PR) (“Permian Resources,” “we,” or the “Company”) announced today that it has completed its previously disclosed corporate reorganization, pursuant to which Permian Resources’ management team members and certain other long-term holders exchanged Class

As filed with the U.S. Securities and Exchange Commission on January 7, 2026.

S-8 POS As filed with the U.S. Securities and Exchange Commission on January 7, 2026. Registration No. 333-275406 333-272352 333-264599 333-238798 333-231514 333-215119 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-8 REGISTRATION STATEMENT NO. 333-275406 FORM S-8 REGISTRATION STATEMENT NO. 333-272352 FORM S-8 REGISTRATION STATEMENT

As filed with the U.S. Securities and Exchange Commission on January 7, 2026.

S-8 POS As filed with the U.S. Securities and Exchange Commission on January 7, 2026. Registration No. 333-275406 333-272352 333-264599 333-238798 333-231514 333-215119 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-8 REGISTRATION STATEMENT NO. 333-275406 FORM S-8 REGISTRATION STATEMENT NO. 333-272352 FORM S-8 REGISTRATION STATEMENT

DESCRIPTION OF CAPITAL STOCK

EX-99.2 Exhibit 99.2 DESCRIPTION OF CAPITAL STOCK The following description of capital stock of Permian Resources Corporation (the “Company,” “we,” “us” or “our”) is not, and does not purport to be, complete. This description is summarized from, and qualified in its entirety by reference to, our Amended and Restated Certificate of Incorporation (the “Certificate of Incorporation”) and our Amended

As filed with the Securities and Exchange Commission on January 7, 2026

POSASR As filed with the Securities and Exchange Commission on January 7, 2026 Registration No.

SHARE SURRENDER AND UNIT EXCHANGE AGREEMENT

EX-10.1 Exhibit 10.1 SHARE SURRENDER AND UNIT EXCHANGE AGREEMENT THIS SHARE SURRENDER AND UNIT EXCHANGE AGREEMENT (this “Agreement”), dated as of January 7, 2026 (the “Effective Date”), is made among the members set forth on the signature pages hereto (each an “Electing Holder” and collectively the “Electing Holders”), PRC NewCo Inc, a Delaware corporation (“New PubCo”), and Permian Resources Corp

Security Type

Calculation of Filing Fee Tables S-3 Permian Resources Corp Table 1: Newly Registered and Carry Forward Securities ☐Not Applicable Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Carry Forward Form Type Carry Forward File Number Carry Forward Initial Effective Date Filing Fee Previously Paid in Connection with Unsold Securities to be Carried Forward Newly Registered Securities Fees to be Paid 1 Equity Class A Common Stock, par value $0.

INDEMNIFICATION AGREEMENT

EX-10.3 Exhibit 10.3 INDEMNIFICATION AGREEMENT This Indemnification Agreement (“Agreement”) is made as of January 7, 2026 by and between Permian Resources Corporation, a Delaware corporation (the “Company”), and the individual identified as the Indemnitee on the signature page hereto (“Indemnitee”). RECITALS: WHEREAS, directors, officers and other persons in service to corporations or business ent

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 7, 2026 PERMIAN RESOURCES

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 7, 2026 PERMIAN RESOURCES CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-37697 41-3338782 (State or other jurisdiction of incorporation) (Regi

AMENDED AND RESTATED BYLAWS PERMIAN RESOURCES CORPORATION (THE “CORPORATION”) ARTICLE I

EX-3.2 Exhibit 3.2 AMENDED AND RESTATED BYLAWS OF PERMIAN RESOURCES CORPORATION (THE “CORPORATION”) ARTICLE I OFFICES Section 1.1 Registered Office. The registered office of the Corporation within the State of Delaware shall be located at either (a) the principal place of business of the Corporation in the State of Delaware or (b) the office of the corporation or individual acting as the Corporati

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 22, 2025 PERMIAN RESOURC

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 22, 2025 PERMIAN RESOURCES CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-37697 47-5381253 (State or other jurisdiction of incorporation) (Re

Eleventh Amendment to Third Amended and Restated Credit Agreement

EX-10.2 Exhibit 10.2 Eleventh Amendment to Third Amended and Restated Credit Agreement This Eleventh Amendment to Third Amended and Restated Credit Agreement (this “Amendment”), dated as of December 22, 2025, is among Permian Resources Operating, LLC, a Delaware limited liability company (the “Borrower”); each of the other undersigned guarantors (the “Guarantors”, and together with the Borrower, t

Permian Resources Announces Corporate Reorganization to Further Strengthen Its Best-In-Class Shareholder Alignment and Advance Towards Up-C Simplification

EX-99.1 Exhibit 99.1 Permian Resources Announces Corporate Reorganization to Further Strengthen Its Best-In-Class Shareholder Alignment and Advance Towards Up-C Simplification MIDLAND, Texas – December 22, 2025 (BUSINESS WIRE) — Permian Resources Corporation (NYSE: PR) (“Permian Resources,” “we,” “us,” “our” or the “Company”) today announced a corporate reorganization pursuant to which Permian Res

MASTER REORGANIZATION AGREEMENT PERMIAN RESOURCES OPERATING, LLC, PRC NEWCO INC, PRC NEWCO II INC Dated as of December 22, 2025

EX-2.1 EXHIBIT 2.1 MASTER REORGANIZATION AGREEMENT AMONG PERMIAN RESOURCES OPERATING, LLC, PRC NEWCO INC, AND PRC NEWCO II INC Dated as of December 22, 2025 TABLE OF CONTENTS Page ARTICLE I THE MERGER 1.1 The Merger 3 1.2 Effective Time 3 1.3 Certificate of Incorporation 4 1.4 Bylaws 4 1.5 Directors 4 1.6 Officers 4 1.7 OpCo LLCA 4 1.8 OpCo Managing Member 4 ARTICLE II EFFECT OF THE MERGERS ON EQU

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ Quarterly report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended September 30, 2025 ☐ Transition report pursuant

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ Quarterly report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended September 30, 2025 OR ☐ Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission file number 001-37697 PERMIAN RESOURCES

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 5, 2025 PERMIAN RESOURCE

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 5, 2025 PERMIAN RESOURCES CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-37697 47-5381253 (State or other jurisdiction of incorporation) (Com

Permian Resources Announces Strong Third Quarter 2025 Results and Increased Full Year Guidance

Permian Resources Announces Strong Third Quarter 2025 Results and Increased Full Year Guidance MIDLAND, Texas – November 5, 2025 (BUSINESS WIRE) - Permian Resources Corporation (“Permian Resources” or the “Company”) (NYSE: PR) today announced its third quarter 2025 financial and operational results and revised 2025 guidance.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 24, 2025 PERMIAN RESOURCE

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 24, 2025 PERMIAN RESOURCES CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-37697 47-5381253 (State or other jurisdiction of incorporation) (Com

Tenth Amendment to Third Amended and Restated Credit Agreement

Exhibit 10.1 Tenth Amendment to Third Amended and Restated Credit Agreement This Tenth Amendment to Third Amended and Restated Credit Agreement (this “Amendment”), dated as of October 24, 2025 (the “Amendment Effective Date”), is among Permian Resources Operating, LLC, a Delaware limited liability company formerly known as Centennial Resource Production, LLC (the “Borrower”); each of the other und

Resource Extraction Payment Report

Exhibit 2.01 Resource Extraction Payment Report This exhibit to Form SD presents payments made by Permian Resources Corporation and its subsidiaries (collectively, the “Company”) to the United States federal government (the “US Federal Government”) and foreign governments, as applicable, for the purpose of the commercial development of oil and natural gas during the year ended December 31, 2024 (t

XBRL TAXONOMY EXTENSION SCHEMA DOCUMENT

U.S. Federal Government [Member] UNITED STATES NM - Permian Basin [Member] Entity Level Payment US [Member] Oil, Natural Gas [Member]

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SD SPECIALIZED DISCLOSURE REPORT PERMIAN RESOURCES CORPORATION (Exact name of registrant as specified in its charter) ___________________ Delaware 001-37697 47-5381253 (Stat

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SD SPECIALIZED DISCLOSURE REPORT PERMIAN RESOURCES CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-37697 47-5381253 (State or other jurisdiction of incorporation) (Commission File Number) (I.R.S. Employer Identification No.) 300 N. Marienfeld St., Suite 1000 Midland, Texas 79701 (Address of

XBRL INSTANCE DOCUMENT

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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): September 15, 2025 PERMIAN RESOUR

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): September 15, 2025 PERMIAN RESOURCES CORPORATION (Exact Name of Registrant as Specified in Charter) Delaware 001-37697 47-5381253 (State or other jurisdiction of incorporation) (Commi

Permian Resources Corporation 46,112,899 Shares of Class A Common Stock, par value $0.0001 per share Underwriting Agreement

EX-1.1 Exhibit 1.1 Permian Resources Corporation 46,112,899 Shares of Class A Common Stock, par value $0.0001 per share Underwriting Agreement September 15, 2025 Morgan Stanley & Co. LLC 180 Varick Street, 2nd Floor New York, NY 10014 Citigroup Global Markets, Inc. 388 Greenwich Street New York, New York 10013 Goldman Sachs & Co. LLC 200 West Street New York, NY 10282-2198 As the representatives (

Permian Resources Corporation Announces Pricing of Secondary Public Offering of Class A Common Stock

EX-99.2 Exhibit 99.2 Permian Resources Corporation Announces Pricing of Secondary Public Offering of Class A Common Stock September 15, 2025 MIDLAND, Texas—(BUSINESS WIRE)—Permian Resources Corporation (“Permian Resources” or the “Company”) (NYSE: PR) today announced the pricing of an underwritten public offering of an aggregate 46,112,899 shares of its Class A Common Stock, par value $0.0001 per

Permian Resources Corporation 46,112,899 Shares Class A common stock Offered by the Selling Stockholders

424B7 Table of Contents Filed Pursuant to Rule 424(b)(7) Registration Statement No.

Permian Resources Corporation Announces Secondary Public Offering of Class A Common Stock

EX-99.1 Exhibit 99.1 Permian Resources Corporation Announces Secondary Public Offering of Class A Common Stock September 15, 2025 MIDLAND, Texas—(BUSINESS WIRE)—Permian Resources Corporation (“Permian Resources” or the “Company”) (NYSE: PR) today announced the commencement of an underwritten public offering of an aggregate 46,112,899 shares of its Class A Common Stock, par value $0.0001 per share

SUBJECT TO COMPLETION DATED September 15, 2025 PRELIMINARY PROSPECTUS SUPPLEMENT (to Prospectus dated November 8, 2023) Permian Resources Corporation 46,112,899 Shares Class A common stock Offered by the Selling Stockholders

424B7 Table of Contents Filed Pursuant to Rule 424(b)(7) Registration Statement No.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 29, 2025 PERMIAN RESOURCES

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 29, 2025 PERMIAN RESOURCES CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-37697 47-5381253 (State or other jurisdiction of incorporation) (Comm

144

144 0002022478 XXXXXXXX LIVE 0001658566 Permian Resources Corp 001-37697 300 N. MARIENFELD ST. SUITE 1000 MIDLAND TX 79701 432-695-4222 Shannon Robert Regan Officer Class A Fidelity Brokerage Services LLC 900 Salem Street Smithfield RI 02917 4742 67418.44 800432383 09/02/2025 NYSE Class A 08/29/2025 Restricted Stock Vesting Issuer N 4742 08/29/2025 Compensation Y Sale includes an amount necessary

144

144 0001944325 XXXXXXXX LIVE 0001658566 Permian Resources Corp 001-37697 300 N. MARIENFELD ST. SUITE 1000 MIDLAND TX 79701 432-695-4222 Bell John Charles Officer Class A Fidelity Brokerage Services LLC 900 Salem Street Smithfield RI 02917 4743 67418.90 800432383 09/02/2025 NYSE Class A 08/29/2025 Restricted Stock Vesting Issuer N 4743 08/29/2025 Compensation Y Sale includes an amount necessary to

Security Type

Calculation of Filing Fee Tables S-3 Permian Resources Corp Table 1: Newly Registered and Carry Forward Securities ☐Not Applicable Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Carry Forward Form Type Carry Forward File Number Carry Forward Initial Effective Date Filing Fee Previously Paid in Connection with Unsold Securities to be Carried Forward Newly Registered Securities Fees to be Paid 1 Equity Class A Common Stock, par value $0.

Permian Resources Corporation 30,586,536 Shares Class A common stock

424B5 Table of Contents Filed Pursuant to Rule 424(b)(5) Registration No. 333-279715 Permian Resources Corporation 30,586,536 Shares Class A common stock This prospectus relates to shares of our common stock, par value $0.0001 per share (the “Class A common stock”), that we may issue, from time to time, upon exchange of the issued and outstanding 3.25% exchangeable senior notes due 2028 (the “exch

PERMIAN RESOURCES OPERATING, LLC Redemption Notice 3.25% Exchangeable Senior Notes due 2028 (CUSIP No. 15136A AA0)1 August 28, 2025

EX-99.1 Exhibit 99.1 PERMIAN RESOURCES OPERATING, LLC Redemption Notice for 3.25% Exchangeable Senior Notes due 2028 (CUSIP No. 15136A AA0)1 August 28, 2025 Reference is made to that certain indenture (the “Base Indenture”), dated as of March 19, 2021, between Permian Resources Operating, LLC (formerly known as Centennial Resource Production, LLC), a Delaware limited liability company (the “Compan

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 28, 2025 PERMIAN RESOURCES

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 28, 2025 PERMIAN RESOURCES CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-37697 47-5381253 (State or other jurisdiction of incorporation) (Comm

PERMIAN RESOURCES OPERATING, LLC Redemption Notice 3.25% Exchangeable Senior Notes due 2028 (CUSIP No. 15136A AA0)1 August 28, 2025

FWP Issuer Free Writing Prospectus Filed Pursuant to Rule 433 Registration Statement No.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ Quarterly report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended June 30, 2025 ☐ Transition report pursuant to S

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ Quarterly report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended June 30, 2025 OR ☐ Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission file number 001-37697 PERMIAN RESOURCES CORP

Form of Restricted Stock Agreement under the Permian Resources Corporation 2023 Long Term Incentive Plan

Exhibit 10.2 PERMIAN RESOURCES CORPORATION 2023 LONG TERM INCENTIVE PLAN RESTRICTED STOCK GRANT NOTICE Capitalized terms not specifically defined in this Restricted Stock Grant Notice (the “Grant Notice”) have the meanings given to them in the 2023 Long Term Incentive Plan (as amended from time to time, the “Plan”) of Permian Resources Corporation (formerly known as Centennial Resource Development

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 6, 2025 PERMIAN RESOURCES

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 6, 2025 PERMIAN RESOURCES CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-37697 47-5381253 (State or other jurisdiction of incorporation) (Commi

Permian Resources Announces Strong Second Quarter 2025 Results and Increased Full Year Guidance

Permian Resources Announces Strong Second Quarter 2025 Results and Increased Full Year Guidance MIDLAND, Texas – August 6, 2025 (BUSINESS WIRE) - Permian Resources Corporation (“Permian Resources” or the “Company”) (NYSE: PR) today announced its second quarter 2025 financial and operational results and revised 2025 guidance.

Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 21, 2025 PERMIAN RESOURCES CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-37697 47-5381253 (State or other jurisdiction of incorporation) (Commiss

Permian Resources Corporation Eighth Amended and Restated Non-Employee Director Compensation Program.

Exhibit 10.1 Permian Resources Corporation Eighth Amended and Restated Non-Employee Director Compensation Program Effective Date: April 23, 2024 Each member of the Board of Directors (the “Board”) of Permian Resources Corporation (the “Company”) who is not an employee of the Company or any parent or subsidiary of the Company and is not affiliated with Riverstone Investment Group LLC, NGP Energy Ca

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ Quarterly report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended March 31, 2025 ☐ Transition report pursuant to

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ Quarterly report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended March 31, 2025 OR ☐ Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission file number 001-37697 PERMIAN RESOURCES COR

Permian Resources Announces Strong First Quarter 2025 Results, Revised 2025 Guidance and Strategic Bolt-On Acquisition of Core Northern Delaware Basin Assets

Permian Resources Announces Strong First Quarter 2025 Results, Revised 2025 Guidance and Strategic Bolt-On Acquisition of Core Northern Delaware Basin Assets MIDLAND, Texas – May 7, 2025 (BUSINESS WIRE) - Permian Resources Corporation (“Permian Resources” or the “Company”) (NYSE: PR) today announced its first quarter 2025 financial and operational results, revised full year 2025 guidance and a strategic Northern Delaware Basin bolt-on acquisition.

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 7, 2025 PERMIAN RESOURCES CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-37697 47-5381253 (State or other jurisdiction of incorporation) (Commissi

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 30, 2025 PERMIAN RESOURCES CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-37697 47-5381253 (State or other jurisdiction of incorporation) (Commi

Ninth Amendment to Third Amended and Restated Credit Agreement, dated as of April 30, 2025.

Exhibit 10.1 Ninth Amendment to Third Amended and Restated Credit Agreement This Ninth Amendment to Third Amended and Restated Credit Agreement (this “Amendment”), dated as of April 30, 2025 (the “Ninth Amendment Effective Date”), is among Permian Resources Operating, LLC, a Delaware limited liability company formerly known as Centennial Resource Production, LLC (the “Borrower”); each of the other

ANNUAL REPORT TO SECURITY HOLDERS

PERMIAN RESOURCES PERMIAN 2024 Annual Report Low-Cost Leadership. Strong Returns. 2024 Annual ReportArea of Operations DELAWARE BASIN MIDLAND BASIN PERMIAN BASIN Operating Areas Headquartered in Midland, Texas, Permian Resources is an independent oil and natural gas company focused on driving peer-leading returns through the acquisition, optimization and development of high-return oil and natural

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

Permian Resources Corp - DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) ☑ Filed by the Registrant ☐ Filed by a party other than the Registrant CHECK THE APPROPRIATE BOX: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14

nsider Trading Policy

Exhibit 19.1 Permian Resources Corporation Insider Trading Policy (Policy last revised on February 19, 2025) I. INTRODUCTION Purpose The purpose of this Insider Trading Policy (this “Policy”) is to help Permian Resources Corporation and its subsidiaries (collectively, the “Company”) comply with federal and state securities laws and to preserve the reputation and integrity of the Company. This Poli

Clawback Policy

Exhibit 97.1 PERMIAN RESOURCES CORPORATION CLAWBACK POLICY Permian Resources Corporation (the “Company”) has adopted this Clawback Policy (this “Policy”), effective as of October 2, 2023 (the “Effective Date”), which policy is an amendment and restatement of the Centennial Resource Development, Inc. Clawback Policy, effective August 1, 2018 (the “Prior Policy”). Capitalized terms used in this Poli

Netherland, Sewell & Associates, Inc., Summary of Reserves at December 31, 202

Exhibit 99.3 January 23, 2025 Mr. Scott Reed Permian Resources Corporation 300 North Marienfeld Street, Suite 1000 Midland, Texas 79701 Dear Mr. Reed: In accordance with your request, we have estimated the proved reserves and future revenue, as of December 31, 2024, to the Permian Resources Corporation (Permian Resources) interest in certain oil and gas properties located in New Mexico, North Dako

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☑ Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the fiscal year ended December 31, 2024 ☐ Transition Report Pursuant to Secti

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☑ Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the fiscal year ended December 31, 2024 or ☐ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Commission file number 001-37697 PERMIAN RESOURCES CORPORATION (Exact name of registrant as s

Subsidiaries of the Registrant

EXHIBIT 21.1 SUBSIDIARIES(1) Legal Name State of Incorporation Permian Resources Operating, LLC Delaware (1) The list above excludes certain subsidiaries that, in the aggregate as a single subsidiary, do not constitute a “significant subsidiary” as defined in Rule 1-02(w) of Regulation S-X as of December 31, 2024.

Description of Company’s Common Stock

Exhibit 4.2 DESCRIPTION OF THE REGISTRANT’S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 The following description of the Company’s Common Stock (as defined below) is a summary and does not purport to be complete. It is subject to, and qualified in its entirety by reference to, our Fifth Amended and Restated Certificate of Incorporation (the “Certificate of I

Permian Resources Announces Strong Fourth Quarter 2024 Results and Provides Full Year 2025 Plan with Increased Capital Efficiency

Permian Resources Announces Strong Fourth Quarter 2024 Results and Provides Full Year 2025 Plan with Increased Capital Efficiency MIDLAND, Texas – February 25, 2025 (BUSINESS WIRE) - Permian Resources Corporation (“Permian Resources” or the “Company”) (NYSE: PR) today announced its fourth quarter and full year 2024 financial and operational results and 2025 operational plans.

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 25, 2025 PERMIAN RESOURCES CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-37697 47-5381253 (State or other jurisdiction of incorporation) (Co

LETTER

November 20, 2024 Guy M. Oliphint Chief Financial Officer Permian Resources Corporation 300 N. Marienfeld St. Suite 1000 Midland, TX 79701 Re: Permian Resources Corporation Form 10-K for the Fiscal Year Ended December 31, 2023 File No. 001-37697 Dear Guy M. Oliphint: We have completed our review of your filing. We remind you that the company and its management are responsible for the accuracy and

PR / Permian Resources Corporation / BlackRock, Inc. Passive Investment

SC 13G/A 1 us71424f1057110824.txt us71424f1057110824.txt SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No: 3) Permian Resources Corp - (Name of Issuer) Common Stock - (Title of Class of Securities) 71424F105 - (CUSIP Number) September 30, 2024 - (Date of Event Which Requires Filing of this Statement) Check the appropriat

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ Quarterly report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended September 30, 2024 ☐ Transition report pursuant

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ Quarterly report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended September 30, 2024 OR ☐ Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission file number 001-37697 PERMIAN RESOURCES

PERMIAN RESOURCES CORPORATION 300 N. Marienfeld St., Suite 1000 Midland, Texas 79701 November 7, 2024

PERMIAN RESOURCES CORPORATION 300 N. Marienfeld St., Suite 1000 Midland, Texas 79701 November 7, 2024 VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance Office of Energy & Transportation 100 F Street, N.E. Washington, DC 20549 Attention: Myra Moosariparambil Raj Rajan Re: Permian Resources Corporation Form 10-K for the Fiscal Year Ended December 31, 2023 For

Permian Resources Announces Strong Third Quarter 2024 Results and Increased Full Year Guidance

Permian Resources Announces Strong Third Quarter 2024 Results and Increased Full Year Guidance MIDLAND, Texas – November 6, 2024 (BUSINESS WIRE) - Permian Resources Corporation (“Permian Resources” or the “Company”) (NYSE: PR) today announced its third quarter 2024 financial and operational results and revised 2024 guidance.

Regulation FD Disclosure, Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 31, 2024 PERMIAN RESOURCES CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-37697 47-5381253 (State or other jurisdiction of incorporation) (Com

Eighth Amendment to Third Amended and Restated Credit Agreement, dated as of October 31, 2024.

Exhibit 10.1 Eighth Amendment to Third Amended and Restated Credit Agreement This Eighth Amendment to Third Amended and Restated Credit Agreement (this “Amendment”), dated as of October 31, 2024 (the “Eighth Amendment Effective Date”), is among Permian Resources Operating, LLC, a Delaware limited liability company formerly known as Centennial Resource Production, LLC (the “Borrower”); each of the

LETTER

October 29, 2024 Guy M. Oliphint Chief Financial Officer Permian Resources Corporation 300 N. Marienfeld St. Suite 1000 Midland, TX 79701 Re: Permian Resources Corporation Form 10-K for the Fiscal Year Ended December 31, 2023 Form 8-K filed August 6, 2024 File No. 001-37697 Dear Guy M. Oliphint: We have limited our review of your filing to the financial statements and related disclosures and have

PR / Permian Resources Corporation / BlackRock, Inc. Passive Investment

SC 13G/A 1 us71424f1057102124.txt us71424f1057102124.txt SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No: 3) Permian Resources Corp - (Name of Issuer) Common Stock - (Title of Class of Securities) 71424F105 - (CUSIP Number) September 30, 2024 - (Date of Event Which Requires Filing of this Statement) Check the appropriat

XBRL INSTANCE DOCUMENT

iso4217:USD 0001658566 pr:NMPermianBasinMember 2023-01-01 2023-12-31 0001658566 2023-01-01 2023-12-31 0001658566 pr:U.

XBRL TAXONOMY EXTENSION SCHEMA DOCUMENT

U.S. Federal Government [Member] NM - Permian Basin [Member] UNITED STATES Oil, Natural Gas [Member]

Resource Extraction Payment Report as required by Item 2.01 of this Form.

Resource Extraction Payment Report This exhibit to Form SD presents payments made by Permian Resources Corporation and its subsidiaries (collectively, the “Company”) to the United States federal government (the “US Federal Government”) and foreign governments, as applicable, for the purpose of the commercial development of oil and natural gas during the year ended December 31, 2023 (the “Reporting Period”).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SD SPECIALIZED DISCLOSURE REPORT PERMIAN RESOURCES CORPORATION (Exact name of registrant as specified in its charter) ___________________ Delaware 001-37697 47-5381253 (Stat

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SD SPECIALIZED DISCLOSURE REPORT PERMIAN RESOURCES CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-37697 47-5381253 (State or other jurisdiction of incorporation) (Commission File Number) (I.R.S. Employer Identification No.) 300 N. Marienfeld St., Suite 1000 Midland, Texas 79701 (Address of

Indenture (6.25% Senior Notes due 2033), dated as of August 5, 2024, among Permian Resources Operating, LLC, the guarantors named therein and Computershare Trust Company, N.A., as trustee (incorporated by reference to Exhibit 4.1 to the Company’s Current Report on Form 8-K filed with the SEC on August 8, 2024).

Exhibit 4.1 INDENTURE Dated as of August 5, 2024 Among PERMIAN RESOURCES OPERATING, LLC, THE GUARANTORS LISTED ON THE SIGNATURE PAGES HERETO and COMPUTERSHARE TRUST COMPANY, N.A., as Trustee 6.25% SENIOR NOTES DUE 2033 TABLE OF CONTENTS Page ARTICLE 1 DEFINITIONS AND INCORPORATION BY REFERENCE 1 Section 1.01 Definitions 1 Section 1.02 Other Definitions 31 Section 1.03 Rules of Construction 32 Sect

Entry into a Material Definitive Agreement, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): August 5, 2024 PERMIAN RESOURCES CORPORATION (Exact Name of Registrant as Specified in its Charter) Delaware 001-37697 47-5381253 (State or other jurisdiction of incorporation) (Commi

Form of Amended and Restated Performance Restricted Stock Unit Agreement under the Centennial Resource Development, Inc. 2016 Long-Term Incentive Plan (incorporated by reference to Exhibit 10.3 to the Company’s Quarterly Report on Form 10-Q filed with the SEC on August 7, 2024).

Exhibit 10.3 PERMIAN RESOURCES CORPORATION 2016 LONG TERM INCENTIVE PLAN AMENDED AND RESTATED PERFORMANCE RESTRICTED STOCK UNIT GRANT NOTICE On the Grant Date set forth below, Permian Resources Corporation (the “Company”) granted to the participant listed below (“Participant”) performance-based Restricted Stock Units (the “PSUs”) described within the original Performance Restricted Stock Unit Gran

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ Quarterly report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended June 30, 2024 ☐ Transition report pursuant to S

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ Quarterly report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended June 30, 2024 OR ☐ Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission file number 001-37697 PERMIAN RESOURCES CORP

Permian Resources Announces Strong Second Quarter 2024 Results and Increased Full Year Guidance

Permian Resources Announces Strong Second Quarter 2024 Results and Increased Full Year Guidance MIDLAND, Texas – August 6, 2024 (BUSINESS WIRE) - Permian Resources Corporation (“Permian Resources” or the “Company”) (NYSE: PR) today announced its second quarter 2024 financial and operational results and revised 2024 guidance.

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 6, 2024 PERMIAN RESOURCES CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-37697 47-5381253 (State or other jurisdiction of incorporation) (Commi

Permian Resources Corporation Announces Final Results and Expiration of Tender Offer for Its 7.75% Senior Notes due 2026

Exhibit 99.1 Permian Resources Corporation Announces Final Results and Expiration of Tender Offer for Its 7.75% Senior Notes due 2026 August 5, 2024 MIDLAND, Texas—(BUSINESS WIRE)—Permian Resources Corporation (“Permian Resources,” “we,” “us” or “our”) (NYSE: PR) today announced the final results and expiration of its previously announced cash tender offer to purchase (the “Tender Offer”) any and

Regulation FD Disclosure

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): August 5, 2024 PERMIAN RESOURCES CORPORATION (Exact Name of Registrant as Specified in Charter Delaware 001-37697 47-5381253 (State or other jurisdiction of incorporation) (Commission

Regulation FD Disclosure

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): August 2, 2024 PERMIAN RESOURCES CORPORATION (Exact Name of Registrant as Specified in Charter Delaware 001-37697 47-5381253 (State or other jurisdiction of incorporation) (Commission

Permian Resources Corporation Announces Pricing Terms of Tender Offer for Its 7.75% Senior Notes due 2026

Exhibit 99.1 Permian Resources Corporation Announces Pricing Terms of Tender Offer for Its 7.75% Senior Notes due 2026 August 2, 2024 MIDLAND, Texas—(BUSINESS WIRE)—Permian Resources Corporation (“Permian Resources,” “we,” “us” or “our”) (NYSE: PR) today announced the pricing terms of the previously announced cash tender offer to purchase (the “Tender Offer”) any and all of the outstanding senior

Permian Resources Corporation Announces Pricing of Public Offering of Class A Common Stock

Exhibit 99.2 Permian Resources Corporation Announces Pricing of Public Offering of Class A Common Stock July 29, 2024 MIDLAND, Texas—(BUSINESS WIRE)—Permian Resources Corporation (“Permian Resources” or the “Company”) (NYSE: PR) today announced the pricing of an underwritten public offering (the “equity offering”) of an aggregate 26,500,000 shares of its Class A Common Stock, par value $0.0001 per

Calculation of Filing Fee Table Form 424(b)(5) (Form Type) Permian Resources Corporation (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation

EX-FILING FEES Exhibit 107 Calculation of Filing Fee Table Form 424(b)(5) (Form Type) Permian Resources Corporation (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed  Maximum  Offering  Price Per  Unit  Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Newly Registered Securities Fees to Be Paid Equity Class A  Common  Stock, par  value  $0.

PROSPECTUS SUPPLEMENT (to Prospectus dated May 24, 2024) Permian Resources Corporation 26,500,000 Shares Class A common stock

Table of Contents Filed pursuant to Rule 424(b)(5) Registration No. 333-279715 PROSPECTUS SUPPLEMENT (to Prospectus dated May 24, 2024) Permian Resources Corporation 26,500,000 Shares Class A common stock Permian Resources Corporation (the “Company,” “we,” “us” or “our”) is offering 26,500,000 shares of our Class A common stock, par value $0.0001 (the “Class A common stock”). Our Class A common st

Permian Resources Announces Pricing of Upsized $1,000.0 Million Private Placement of 6.25% Senior Notes Due 2033

Exhibit 99.1 Permian Resources Announces Pricing of Upsized $1,000.0 Million Private Placement of 6.25% Senior Notes Due 2033 MIDLAND, TX—July 29, 2024—(BUSINESS WIRE)—Permian Resources Corporation (“Permian Resources,” “we,” “us” or “our”) (NYSE: PR) announced today that Permian Resources Operating, LLC (the “Issuer”), a subsidiary of Permian Resources, has priced its previously announced private

Regulation FD Disclosure

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): July 29, 2024 PERMIAN RESOURCES CORPORATION (Exact Name of Registrant as Specified in Charter) Delaware 001-37697 47-5381253 (State or other jurisdiction of incorporation) (Commission

Underwriting Agreement, dated July 29, 2024, by and among Permian Resources Corporation and the underwriters named therein.

Exhibit 1.1 Permian Resources Corporation 26,500,000 Shares of Class A Common Stock, par value $0.0001 per share Underwriting Agreement July 29, 2024 Goldman Sachs & Co. LLC 200 West Street New York, New York 10282 Morgan Stanley & Co. LLC 1585 Broadway New York, New York 10036 As the representatives (the “Representatives”) of the several Underwriters named in Schedule I hereto Ladies and Gentleme

Permian Resources Announces $750.0 Million Private Placement of Senior Notes Due 2033

Exhibit 99.1 Permian Resources Announces $750.0 Million Private Placement of Senior Notes Due 2033 MIDLAND, TX—July 29, 2024—(BUSINESS WIRE)—Permian Resources Corporation (“Permian Resources,” “we,” “us” or “our”) (NYSE: PR) announced today that, subject to market conditions, Permian Resources Operating, LLC, a subsidiary of Permian Resources (the “Issuer”), intends to offer for sale in a private

SUBJECT TO COMPLETION DATED July 29, 2024 PRELIMINARY PROSPECTUS SUPPLEMENT (to Prospectus dated May 24, 2024) Permian Resources Corporation 26,500,000 Shares Class A common stock

424B5 1 d625692d424b5.htm 424B5 Table of Contents Filed pursuant to Rule 424(b)(5) Registration No. 333-279715 This preliminary prospectus supplement relates to an effective registration statement filed with the U.S. Securities and Exchange Commission, but is not complete and may be changed. This preliminary prospectus supplement and the accompanying prospectus are not an offer to sell the securit

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): July 29, 2024 PERMIAN RESOURCES C

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): July 29, 2024 PERMIAN RESOURCES CORPORATION (Exact Name of Registrant as Specified in Charter) Delaware 001-37697 47-5381253 (State or other jurisdiction of incorporation) (Commission

Permian Resources Corporation Announces Public Offering of Class A Common Stock

Exhibit 99.3 Permian Resources Corporation Announces Public Offering of Class A Common Stock July 29, 2024 MIDLAND, Texas —(BUSINESS WIRE)— Permian Resources Corporation (“Permian Resources” or the “Company”) (NYSE: PR) today announced the commencement of an underwritten public offering (the “equity offering”) of an aggregate 26,500,000 shares of its Class A Common Stock, par value $0.0001 per sha

Permian Resources Corporation Announces Tender Offer for Its 7.75% Senior Notes due 2026

Exhibit 99.2 Permian Resources Corporation Announces Tender Offer for Its 7.75% Senior Notes due 2026 July 29, 2024 MIDLAND, Texas—(BUSINESS WIRE)—Permian Resources Corporation (“Permian Resources,” “we,” “us” or “our”) (NYSE: PR) today announced that Permian Resources Operating, LLC (“Permian Resources OpCo”), a subsidiary of Permian Resources, commenced a cash tender offer (the “Tender Offer”) t

Permian Resources Announces Strategic Bolt-On Acquisition of Core Delaware Basin Assets

Exhibit 99.4 Permian Resources Announces Strategic Bolt-On Acquisition of Core Delaware Basin Assets MIDLAND, Texas – July 29, 2024 (BUSINESS WIRE) — Permian Resources Corporation (“Permian Resources” or the “Company”) (NYSE: PR) today announced that it has entered into a definitive agreement with Occidental (NYSE: OXY) to purchase ~29,500 net acres, ~9,900 net royalty acres and ~15,000 Boe/d pred

US02133L1098 / Alta Mesa Resources / PEARL ENERGY INVESTMENTS II, L.P. - SC 13D/A Activist Investment

SC 13D/A 1 tm2417627d1sc13da.htm SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 3)* Permian Resources Corporation (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securities) 71424F 105 (CUSIP Number) Matthew Pacey, P.C. Kirkland & Ellis LLP 609 Main Street H

Permian Resources Extends Registration Rights Agreement with its Private Equity Stockholders and Announces Further Reduction in its Sponsor Ownership

Exhibit 99.1 Permian Resources Extends Registration Rights Agreement with its Private Equity Stockholders and Announces Further Reduction in its Sponsor Ownership MIDLAND, Texas – June 18, 2024 (BUSINESS WIRE) — Permian Resources Corporation (“Permian Resources” or the “Company”) (NYSE: PR) today announced that funds affiliated with EnCap Investments L.P., Pearl Energy Investments and Riverstone I

Amended and Restated Registration Rights Agreement, dated as of June 18, 2024, by and between Permian Resources Corporation and the persons listed on the signature pages thereto (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K filed with the SEC on June 18, 2024).

Exhibit 10.1 Execution Version AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT THIS AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of June 18, 2024 and effective as of July 1, 2024, is made and entered into by and among Permian Resources Corporation, a Delaware corporation (the “Company”), the parties listed on the signature pages hereto (each such party, an “In

Regulation FD Disclosure

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 18, 2024 PERMIAN RESOURCES CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-37697 47-5381253 (State or other jurisdiction of incorporation) (Commis

PR / Permian Resources Corporation / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 2)* Name of issuer: Permian Resources Corp Class A Title of Class of Securities: Common Stock CUSIP Number: 71424F105 Date of Event Which Requires Filing of this Statement: May 31, 2024 Check the appropriate box to designate the rule pursuant to which this Schedule is fi

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 31, 2024 PERMIAN RESOURCES CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-37697 47-5381253 (State or other jurisdiction of incorporation) (Commiss

As filed with the Securities and Exchange Commission on May 28, 2024

S-3ASR Table of Contents As filed with the Securities and Exchange Commission on May 28, 2024 No.

Filing Fee Table.

EX-FILING FEES Exhibit 107 Calculation of Filing Fee Table S-3 (Form Type) Permian Resources Corporation (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered(1) Proposed Maximum Offering Price Per Unit(3) Maximum Aggregate Offering Price(3) Fee Rate Amount of Registration Fee Newly Registered Securities Fees to Be Paid Equity Class A Common Stock, par value $0.

Registration Rights Agreement, dated May 28, 2024, by and among Permian Resources Corporation and the parties from time to time listed on the signature pages thereto.

EX-4.1 Exhibit 4.1 REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is entered into and effective as of May 28, 2024 by and among Permian Resources Corporation, a Delaware corporation (the “Company”), Tascosa Energy Partners, LLC, a Texas limited liability company (“Tascosa”), and Canyon Draw Resources, LLC, a Texas limited liability company (“CDR” and together w

As filed with the Securities and Exchange Commission on May 24, 2024

Table of Contents As filed with the Securities and Exchange Commission on May 24, 2024 Registration No.

Filing Fee Table.

Exhibit 107 Calculation of Filing Fee Tables Form S-3ASR (Form Type) PERMIAN RESOURCES CORPORATION (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Carry Forward Form Type Carry Forward File Number Carry Forward Initial effective date Filing Fee Previously Paid In Connection with Unsold Securities to be Carried Forward Newly Registered Securities Fees to Be Paid  Equity(1)  Class A Common Stock, par value $0.

Fifth Amended and Restated Certificate of Incorporation (incorporated by reference to Exhibit 3.1 to the Company’s Current Report on Form 8-K filed with the SEC on May 22, 2024).

Exhibit 3.1 Execution Version FIFTH AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF PERMIAN RESOURCES CORPORATION May 22, 2024 Permian Resources Corporation (f/k/a Centennial Resources Development, Inc.), a corporation organized and existing under the laws of the State of Delaware (the “Corporation”), DOES HEREBY CERTIFY AS FOLLOWS: 1. The name of the Corporation is “Permian Resources Corpora

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 22, 2024 PERMIAN RESOURCES CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-37697 47-5381253 (State or other jurisdiction of incorporation) (Commiss

FORM OF LOCK-UP AGREEMENT Permian Resources Corporation Lock-Up Agreement May 13, 2024

EX-10.3 3 d802758dex103.htm EX-10.3 Exhibit 10.3 FORM OF LOCK-UP AGREEMENT Permian Resources Corporation Lock-Up Agreement May 13, 2024 Goldman Sachs & Co. LLC 200 West Street New York, NY 10282-2198 Re: Permian Resources Corporation—Lock-Up Agreement Ladies and Gentlemen: The undersigned understands that you, as representative (the “Representative”) of the Underwriters (as defined below), propose

Repurchase Agreement

EX-10.1 2 d802758dex101.htm EX-10.1 Exhibit 10.1 Repurchase Agreement May 13, 2024 Ladies and Gentlemen: Introductory. Permian Resources Operating, LLC, a Delaware limited liability company (the “Company”), proposes to repurchase (the “Repurchase”) from each of NGP XI US Holdings, L.P. (“NGP XI”), NGP Pearl Holdings II, L.L.C. (“NGP Pearl”) and Luxe Energy LLC (“Luxe” and, collectively with NGP XI

PR / Permian Resources Corporation / Luxe Energy, LLC - SC 13D/A Activist Investment

SC 13D/A 1 d802758dsc13da.htm SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13D Under the Securities Exchange Act of 1934 (Amendment No. 5) PERMIAN RESOURCES CORPORATION (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securities) 71424F 105 (CUSIP Number) Craig S. Glick NGP Energy Capital Management, L.L.C. 2850 N. H

PR / Permian Resources Corporation / PEARL ENERGY INVESTMENTS II, L.P. - SC 13D/A Activist Investment

SC 13D/A 1 tm2414663d1sc13da.htm SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13D (Amendment No. 2) Under the Securities Exchange Act of 1934 PERMIAN RESOURCES CORPORATION (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securities) 71424F 105 (CUSIP Number) Matthew Pacey, P.C. Kirkland & Ellis LLP 609 Main Street Ho

JOINT FILING AGREEMENT

EX-99.1 2 tm2414663d1ex99-1.htm EXHIBIT 99.1 Exhibit 99.1 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, the undersigned hereby (i) agree to the joint filing with all other Reporting Persons (as such term is defined in the statement on Schedule 13D described below) on behalf of each of them of a statement on Schedule 13D (including am

Permian Resources Corporation 51,765,000 Shares Class A common stock Offered by the Selling Stockholders

Table of Contents Filed Pursuant to Rule 424(b)(7) Registration Statement No. 333-275405 PROSPECTUS SUPPLEMENT (to Prospectus dated November 8, 2023) Permian Resources Corporation 51,765,000 Shares Class A common stock Offered by the Selling Stockholders This prospectus supplement relates to the offer and sale by the selling stockholders named herein (the “Selling Stockholders”) of up to an aggreg

Calculation of Filing Fee Table (Form Type) Permian Resources Corporation (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forwar

Exhibit 107 Calculation of Filing Fee Table 424(b)(7) (Form Type) Permian Resources Corporation (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee(1) Fees to Be Paid Equity Class A Common Stock,  par value  $0.

Underwriting Agreement, dated May 13, 2024, by and among Permian Resources Corporation, the selling stockholders named therein and the underwriter named therein.

Exhibit 1.1 Permian Resources Corporation 51,765,000 Shares of Class A Common Stock, par value $0.0001 per share Underwriting Agreement May 13, 2024 Goldman Sachs & Co. LLC 200 West Street New York, NY 10282-2198 As the representative (the “Representative”) of the several Underwriters named in Schedule I hereto Ladies and Gentlemen: The stockholders named in Schedule II hereto (the “Selling Stockh

PR / Permian Resources Corporation / RIVERSTONE HOLDINGS LLC - SC 13D/A Activist Investment

United States Securities and Exchange Commission Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) Information to be Included in Statements Filed Pursuant to § 240.13d-1(a) and Amendments Thereto Filed Pursuant to § 240.13d-2(a) UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 17)* Permian Resources Corporation (Name of Issuer) Class A Common Stock (Title of Class of Securities) 71424F105

Permian Resources Corporation Announces Pricing of Secondary Public Offering of Class A Common Stock

Exhibit 99.1 Permian Resources Corporation Announces Pricing of Secondary Public Offering of Class A Common Stock May 13, 2024 MIDLAND, Texas—(BUSINESS WIRE)—Permian Resources Corporation (“Permian Resources” or the “Company”) (NYSE: PR) today announced the pricing of an underwritten public offering of an aggregate 51,765,000 shares of its Class A Common Stock, par value $0.0001 per share (“Class

Regulation FD Disclosure

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): May 13, 2024 PERMIAN RESOURCES CORPORATION (Exact Name of Registrant as Specified in Charter) Delaware 001-37697 47-5381253 (State or other jurisdiction of incorporation) (Commission

Permian Resources Corporation Announces Secondary Public Offering of Class A Common Stock

Exhibit 99.1 Permian Resources Corporation Announces Secondary Public Offering of Class A Common Stock May 13, 2024 MIDLAND, Texas—(BUSINESS WIRE)—Permian Resources Corporation (“Permian Resources” or the “Company”) (NYSE: PR) today announced the commencement of an underwritten public offering of an aggregate 51,765,000 shares of its Class A Common Stock, par value $0.0001 per share (“Class A comm

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): May 13, 2024 PERMIAN RESOURCES CO

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): May 13, 2024 PERMIAN RESOURCES CORPORATION (Exact Name of Registrant as Specified in Charter) Delaware 001-37697 47-5381253 (State or other jurisdiction of incorporation) (Commission

SUBJECT TO COMPLETION DATED MAY 13, 2024

Table of Contents Filed Pursuant to Rule 424(b)(7) Registration Statement No. 333-275405 This preliminary prospectus supplement relates to an effective registration statement filed with the U.S. Securities and Exchange Commission, but is not complete and may be changed. This preliminary prospectus supplement and the accompanying prospectus are not an offer to sell the securities described herein,

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ Quarterly report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended March 31, 2024 ☐ Transition report pursuant to

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ Quarterly report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended March 31, 2024 OR ☐ Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission file number 001-37697 PERMIAN RESOURCES COR

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 7, 2024 PERMIAN RESOURCES CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-37697 47-5381253 (State or other jurisdiction of incorporation) (Commissi

Permian Resources Announces Strong First Quarter 2024 Results and Increases Full Year Guidance

Permian Resources Announces Strong First Quarter 2024 Results and Increases Full Year Guidance MIDLAND, Texas – May 7, 2024 (BUSINESS WIRE) - Permian Resources Corporation (“Permian Resources” or the “Company”) (NYSE: PR) today announced its first quarter 2024 financial and operational results and revised 2024 guidance.

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 25, 2024 PERMIAN RESOURCES CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-37697 47-5381253 (State or other jurisdiction of incorporation) (Commi

Amendment to Third Amended and Restated Credit Agreement, dated as of

Exhibit 10.1 Seventh Amendment to Third Amended and Restated Credit Agreement This Seventh Amendment to Third Amended and Restated Credit Agreement (this “Amendment”), dated as of April 25, 2024 (the “Seventh Amendment Effective Date”), is among Permian Resources Operating, LLC, a Delaware limited liability company formerly known as Centennial Resource Production, LLC (the “Borrower”); each of the

PERMIAN RESOURCES CORP - ARS

2023 Annual Report Permian Resources EXCELLENCE IN EXECUTION DRIVING RETURNS. 2023 Annual ReportOur Mission To deliver leading shareholder returns by leveraging our high-quality asset base and technical expertise to sustainably and responsibly develop our oil and natural gas resources to meet the world’s need for affordable, abundant energy. Area of Operations Our Vision To be the leading independ

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.

NOTICE

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant Filed by a Party other than the Registrant Check the appropriate box: Preliminary Proxy Statement Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) Definitive Prox

PR / Permian Resources Corporation / BlackRock Inc. Passive Investment

us71424f1057040424.txt SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No: 2) Permian Resources Corp - (Name of Issuer) Common Stock - (Title of Class of Securities) 71424F105 - (CUSIP Number) March 31, 2024 - (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant t

NOTICE

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant Filed by a Party other than the Registrant Check the appropriate box: Preliminary Proxy Statement Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) Definitive Prox

PR / Permian Resources Corporation / RIVERSTONE HOLDINGS LLC - SC 13D/A Activist Investment

United States Securities and Exchange Commission Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) Information to be Included in Statements Filed Pursuant to § 240.13d-1(a) and Amendments Thereto Filed Pursuant to § 240.13d-2(a) UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 16)* Permian Resources Corporation (Name of Issuer) Class A Common Stock (Title of Class of Securities) 71424F105

FORM OF LOCK-UP AGREEMENT Permian Resources Corporation Lock-Up Agreement March 4, 2024

EX-10.3 Exhibit 10.3 FORM OF LOCK-UP AGREEMENT Permian Resources Corporation Lock-Up Agreement March 4, 2024 Goldman Sachs & Co. LLC 200 West Street New York, NY 10282-2198 Re: Permian Resources Corporation—Lock-Up Agreement Ladies and Gentlemen: The undersigned understands that you, as representative (the “Representative”) of the Underwriters (as defined below), propose to enter into an agreement

PR / Permian Resources Corporation / Luxe Energy, LLC - SC 13D/A Activist Investment

SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13D Under the Securities Exchange Act of 1934 (Amendment No. 4) PERMIAN RESOURCES CORPORATION (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securities) 71424F 105 (CUSIP Number) Craig S. Glick NGP Energy Capital Management, L.L.C. 2850 N. Harwood Street, 19th Floor Dall

Repurchase Agreement

EX-10.1 Exhibit 10.1 Repurchase Agreement March 4, 2024 Ladies and Gentlemen: Introductory. Permian Resources Operating, LLC, a Delaware limited liability company (the “Company”), proposes to repurchase (the “Repurchase”) from each of NGP XI US Holdings, L.P. (“NGP XI”), NGP Pearl Holdings II, L.L.C. (“NGP Pearl”) and Luxe Energy LLC (“Luxe” and, collectively with NGP XI and NGP Pearl, the “Holder

PR / Permian Resources Corporation / RIVERSTONE HOLDINGS LLC - SC 13D/A Activist Investment

    United States Securities and Exchange Commission Washington, D.C. 20549   SCHEDULE 13D   (Rule 13d-101) Information to be Included in Statements Filed Pursuant to § 240.13d-1(a) and Amendments Thereto Filed Pursuant to § 240.13d-2(a)   UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 15)*   Permian Resources Corporation (Name of Issuer)   Class A Common Stock (Title of Class of Securit

Prospectus supplement (to Prospectus dated November 8, 2023) Permian Resources Corporation 48,500,000 Shares Class A common stock Offered by the Selling Stockholders

424B7 Table of Contents Filed Pursuant to Rule 424(b)(7) Registration No. 333-275405 Prospectus supplement (to Prospectus dated November 8, 2023) Permian Resources Corporation 48,500,000 Shares Class A common stock Offered by the Selling Stockholders This prospectus supplement relates to the offer and sale by the selling stockholders named herein (the “Selling Stockholders”) of up to an aggregate

Underwriting Agreement, dated March 4, 2024, by and among Permian Resources Corporation, the selling stockholders named therein and the underwriter named therein.

Exhibit 1.1 Permian Resources Corporation 48,500,000 Shares of Class A Common Stock, par value $0.0001 per share Underwriting Agreement March 4, 2024 Goldman Sachs & Co. LLC 200 West Street New York, NY 10282-2198 As the representative (the “Representative”) of the several Underwriters named in Schedule I hereto Ladies and Gentlemen: The stockholders named in Schedule II hereto (the “Selling Stock

Joint Filing Agreement, dated as of March 6, 2024, by and among the Reporting Persons.

Exhibit 99.1 Joint Filing Agreement In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, the undersigned hereby (i) agree to the joint filing with all other Reporting Persons (as such term is defined in the statement on Schedule 13D described below) on behalf of each of them of a statement on Schedule 13D (including amendments thereto) with respect to the Class A

Permian Resources Announces Full Redemption of 6.875% Senior Notes Due 2027

EX-99.2 Exhibit 99.2 Permian Resources Announces Full Redemption of 6.875% Senior Notes Due 2027 MIDLAND, Texas (March 6, 2024)—(BUSINESS WIRE)— Permian Resources Corporation (“Permian Resources” or the “Company”) (NYSE: PR) announced today that Permian Resources Operating, LLC (the “Issuer”), a subsidiary of Permian Resources, has given notice of its intention to redeem all of the Company’s outst

Calculation of Filing Fee Table (Form Type) Permian Resources Corporation (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forwar

EX-FILING FEES Exhibit 107 Calculation of Filing Fee Table 424(b)(7) (Form Type) Permian Resources Corporation (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee(1) Fees to Be Paid Equity Class A Common Stock, par value $0.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): March 4, 2024 PERMIAN RESOURCES C

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): March 4, 2024 PERMIAN RESOURCES CORPORATION (Exact Name of Registrant as Specified in Charter) Delaware 001-37697 47-5381253 (State or other jurisdiction of incorporation) (Commission

Permian Resources Corporation Announces Pricing of Secondary Public Offering of Class A Common Stock

EX-99.1 Exhibit 99.1 Permian Resources Corporation Announces Pricing of Secondary Public Offering of Class A Common Stock March 4, 2024 MIDLAND, Texas—(BUSINESS WIRE)—Permian Resources Corporation (“Permian Resources” or the “Company”) (NYSE: PR) today announced the pricing of an underwritten public offering of an aggregate 48,500,000 shares of its Class A Common Stock, par value $0.0001 per share

PR / Permian Resources Corporation / PEARL ENERGY INVESTMENTS, L.P. - SC 13D/A Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13D (Amendment No. 1) Under the Securities Exchange Act of 1934 PERMIAN RESOURCES CORPORATION (Name of lssuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securities) 71424F 105 (CUSIP Number) Matthew Pacey, P.C. Kirkland & Ellis LLP 609 Main Street Houston, Texas 77002 (713) 836-3600 (Name, A

Regulation FD Disclosure, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): March 4, 2024 PERMIAN RESOURCES CORPORATION (Exact Name of Registrant as Specified in Charter) Delaware 001-37697 47-5381253 (State or other jurisdiction of incorporation) (Commission

Permian Resources Corporation Announces Secondary Public Offering of Class A Common Stock

Permian Resources Corporation Announces Secondary Public Offering of Class A Common Stock March 4, 2024 MIDLAND, Texas -(BUSINESS WIRE)- Permian Resources Corporation (“Permian Resources” or the “Company”) (NYSE: PR) today announced the commencement of an underwritten public offering of an aggregate 48,500,000 shares of its Class A Common Stock, par value $0.

SUBJECT TO COMPLETION DATED MARCH 4, 2024 PRELIMINARY PROSPECTUS SUPPLEMENT (to Prospectus dated November 8, 2023) Permian Resources Corporation 48,500,000 Shares Class A common stock Offered by the Selling Stockholders

Table of Contents Filed Pursuant to Rule 424(b)(7) Registration No. 333-275405 This preliminary prospectus supplement relates to an effective registration statement filed with the U.S. Securities and Exchange Commission, but is not complete and may be changed. This preliminary prospectus supplement and the accompanying prospectus are not an offer to sell the securities described herein, and are no

Sixth Amendment to Third Amended and Restated Credit Agreement, dated as of December 20, 2023.

Exhibit 10.22 Execution Version Sixth Amendment to Third Amended and Restated Credit Agreement This Sixth Amendment to Third Amended and Restated Credit Agreement (this “Amendment”), dated as of December 20, 2023 (the “Sixth Amendment Effective Date”), is among Permian Resources Operating, LLC, a Delaware limited liability company formerly known as Centennial Resource Production, LLC (the “Borrowe

Permian Resources Corporation 2023 Long Term Incentive Plan.

Exhibit 10.23 PERMIAN RESOURCES CORPORATION 2023 LONG TERM INCENTIVE PLAN Adopted by the Board on April 7, 2023 Approved by the Company’s Stockholders on May 23, 2023 Amended and Restated on February 20, 2024 ARTICLE I. PURPOSE The Plan’s purpose is to enhance the Company’s ability to attract, retain and motivate persons who make (or are expected to make) important contributions to the Company by

Netherland, Sewell & Associates, Inc., Summary of Reserves at December 31, 2023

Exhibit 99.3 February 9, 2024 Mr. Joseph Jones Permian Resources Corporation 300 North Marienfeld Street, Suite 1000 Midland, Texas 79701 Dear Mr. Jones: In accordance with your request, we have estimated the proved reserves and future revenue, as of December 31, 2023, to the Permian Resources Corporation (Permian Resources) interest in certain oil and gas properties located in New Mexico, North D

Form of Amended and Restated Performance Restricted Stock Unit Agreement under the Permian Resources Corporation 2023 Long Term Incentive Plan

EXHIBIT 10.7 PERMIAN RESOURCES CORPORATION 2023 LONG TERM INCENTIVE PLAN PERFORMANCE RESTRICTED STOCK UNIT GRANT NOTICE Capitalized terms not specifically defined in this Performance Restricted Stock Unit Grant Notice (the “Grant Notice”) have the meanings given to them in the 2023 Long Term Incentive Plan (as amended and/or restated from time to time, the “Plan”) of Permian Resources Corporation

Unaudited pro forma condensed combined financial statements of Permian Resources Corporation.

Exhibit 99.4 UNAUDITED PRO FORMA COMBINED FINANCIAL STATEMENTS On November 1, 2023, Permian Resources Corporation (“Permian Resources” or the “Company”) and Earthstone Energy, Inc. (“Earthstone”) completed the previously announced acquisition of Earthstone by Permian Resources (the “Merger”) as contemplated by the merger agreement, dated August 21, 2023 (the “Merger Agreement”). In connection with

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☑ Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the fiscal year ended December 31, 2023 ☐ Transition Report Pursuant to Secti

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☑ Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the fiscal year ended December 31, 2023 or ☐ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Commission file number 001-37697 PERMIAN RESOURCES CORPORATION (Exact name of registrant as s

Subsidiaries of the Registrant

EXHIBIT 21.1 SUBSIDIARIES(1) Legal Name State of Incorporation Permian Resources Operating, LLC Delaware (1) The list above excludes certain subsidiaries that, in the aggregate as a single subsidiary, do not constitute a “significant subsidiary” as defined in Rule 1-02(w) of Regulation S-X as of December 31, 2023.

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 27, 2024 PERMIAN RESOURCES CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-37697 47-5381253 (State or other jurisdiction of incorporation) (Co

Permian Resources Announces Strong Fourth Quarter 2023 Results and Provides Highly Capital Efficient Full Year 2024 Plan

Permian Resources Announces Strong Fourth Quarter 2023 Results and Provides Highly Capital Efficient Full Year 2024 Plan MIDLAND, Texas – February 27, 2024 (BUSINESS WIRE) - Permian Resources Corporation (“Permian Resources” or the “Company”) (NYSE: PR) today announced its fourth quarter and full year 2023 financial and operational results and 2024 operational plans.

PR / Permian Resources Corporation / Bold Energy Holdings, LLC - SC 13G/A Passive Investment

SC 13G/A 1 d744264dsc13ga.htm SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* PERMIAN RESOURCES CORPORATION (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securities) 71424F105 (CUSIP Number) December 31, 2023 (Date of Event Which Requires Filing of this

PR / Permian Resources Corporation / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment

SC 13G/A 1 tv01688-permianresourcescorp.htm SCHEDULE 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 1)* Name of issuer: Permian Resources Corporation Class A Title of Class of Securities: Common Stock CUSIP Number: 71424F105 Date of Event Which Requires Filing of this Statement: December 29, 2023 Check the appr

PR / Permian Resources Corporation / BlackRock Inc. Passive Investment

SC 13G/A 1 us71424f1057012424.txt us71424f1057012424.txt SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No: 1) Permian Resources Corp - (Name of Issuer) Common Stock - (Title of Class of Securities) 71424F105 - (CUSIP Number) December 31, 2023 - (Date of Event Which Requires Filing of this Statement) Check the appropriate

PR / Permian Resources Corporation / STATE STREET CORP Passive Investment

SC 13G/A 1 PermianResCorp.txt UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 EXIT FILING PERMIAN RESOURCES CORP (NAME OF ISSUER) COMMON STOCK (TITLE OF CLASS OF SECURITIES) 71424F105 (CUSIP NUMBER) 12/31/2023 (DATE OF EVENT WHICH REQUIRES FILING OF THIS STATEMENT) CHECK THE APPROPRIATE BOX TO DESIGNATE THE RULE PURSUAN

FORM OF LOCK-UP AGREEMENT Permian Resources Corporation Lock-Up Agreement December 19, 2023

EX-10.3 3 d317568dex103.htm EX-10.3 Exhibit 10.3 FORM OF LOCK-UP AGREEMENT Permian Resources Corporation Lock-Up Agreement December 19, 2023 J.P. Morgan Securities LLC 383 Madison Avenue New York, New York 10179 Re: Permian Resources Corporation - Lock-Up Agreement Ladies and Gentlemen: The undersigned understands that you, as representative (the “Representative”) of the Underwriters (as defined b

Repurchase Agreement

EX-10.1 2 d317568dex101.htm EX-10.1 Exhibit 10.1 Execution Version Repurchase Agreement December 19, 2023 Ladies and Gentlemen: Introductory. Permian Resources Operating, LLC, a Delaware limited liability company (the “Company”), proposes to repurchase (the “Repurchase”) from each of NGP XI US Holdings, L.P. (“NGP XI”), NGP Pearl Holdings II, L.L.C. (“NGP Pearl”) and Luxe Energy, LLC (“Luxe” and,

PR / Permian Resources Corporation / Luxe Energy, LLC - SC 13D/A Activist Investment

SC 13D/A 1 d317568dsc13da.htm SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13D Under the Securities Exchange Act of 1934 (Amendment No. 3) PERMIAN RESOURCES CORPORATION (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securities) 71424F 105 (CUSIP Number) Craig S. Glick NGP Energy Capital Management, L.L.C. 2850 N. H

PR / Permian Resources Corporation / RIVERSTONE HOLDINGS LLC - SC 13D/A Activist Investment

SC 13D/A 1 tm2333461d1sc13da.htm SC 13D/A     United States Securities and Exchange Commission Washington, D.C. 20549   SCHEDULE 13D   (Rule 13d-101) Information to be Included in Statements Filed Pursuant to § 240.13d-1(a) and Amendments Thereto Filed Pursuant to § 240.13d-2(a)   UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 14)*   Permian Resources Corporation (Name of Issuer)   Class

Prospectus supplement (to Prospectus dated November 8, 2023) Permian Resources Corporation 39,414,415 Shares Class A common stock Offered by the Selling Stockholders

Table of Contents Filed Pursuant to Rule 424(b)(3) Registration Statement No. 333-275405 Prospectus supplement (to Prospectus dated November 8, 2023) Permian Resources Corporation 39,414,415 Shares Class A common stock Offered by the Selling Stockholders This prospectus supplement relates to the offer and sale by the selling stockholders named herein (the “Selling Stockholders”) of up to an aggreg

Permian Resources Corporation Announces Pricing of Secondary Public Offering of Class A Common Stock

Exhibit 99.1 Permian Resources Corporation Announces Pricing of Secondary Public Offering of Class A Common Stock December 19, 2023 MIDLAND, Texas —(BUSINESS WIRE)— Permian Resources Corporation (“Permian Resources” or the “Company”) (NYSE: PR) today announced the pricing of an underwritten public offering of an aggregate 39,414,415 shares of its Class A Common Stock, par value $0.0001 per share (

Underwriting Agreement, dated as of December 19, 2023 (incorporated by reference to Exhibit 1.1 to the Issuer’s current report on Form 8-K filed on December 20, 2023).

Exhibit 1.1 Execution Version Permian Resources Corporation 39,414,415 Shares of Class A Common Stock, par value $0.0001 per share Underwriting Agreement December 19, 2023 J.P. Morgan Securities LLC 383 Madison Avenue New York, New York 10179 As the representative (the “Representative”) of the several Underwriters named in Schedule I hereto Ladies and Gentlemen: The stockholders named in Schedule

Regulation FD Disclosure, Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): December 19, 2023 PERMIAN RESOURCES CORPORATION (Exact Name of Registrant as Specified in Charter) Delaware 001-37697 47-5381253 (State or other jurisdiction of incorporation) (Commis

Permian Resources Corporation Announces Secondary Public Offering of Class A Common Stock

EX-99.1 Permian Resources Corporation Announces Secondary Public Offering of Class A Common Stock December 19, 2023 MIDLAND, Texas—(BUSINESS WIRE)—Permian Resources Corporation (“Permian Resources” or the “Company”) (NYSE: PR) today announced the commencement of an underwritten public offering of an aggregate 39,414,415 shares of its Class A Common Stock, par value $0.0001 per share (“Class A comm

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): December 19, 2023 PERMIAN RESOURC

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): December 19, 2023 PERMIAN RESOURCES CORPORATION (Exact Name of Registrant as Specified in Charter) Delaware 001-37697 47-5381253 (State or other jurisdiction of incorporation) (Commis

SUBJECT TO COMPLETION DATED DECEMBER 19, 2023 PRELIMINARY PROSPECTUS SUPPLEMENT (to Prospectus dated November 8, 2023) Permian Resources Corporation 39,414,415 Shares Class A common stock Offered by the Selling Stockholders

Table of Contents This preliminary prospectus supplement relates to an effective registration statement filed with the U.

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): December 13, 2023 PERMIAN RESOURCES CORPORATION (Exact Name of Registrant as Specified in its Charter) Delaware 001-37697 47-5381253 (State or other jurisdiction of incorporation) (Co

Permian Resources Announces Pricing of $500.0 Million Private Placement of Additional 7.000% Senior Notes Due 2032

Exhibit 99.1 Permian Resources Announces Pricing of $500.0 Million Private Placement of Additional 7.000% Senior Notes Due 2032 MIDLAND, TX—December 7, 2023—(BUSINESS WIRE)—Permian Resources Corporation (“Permian Resources”) (NYSE: PR) announced today that Permian Resources Operating, LLC (the “Issuer”), a subsidiary of Permian Resources, has priced its previously announced private placement pursu

Regulation FD Disclosure, Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): December 7, 2023 PERMIAN RESOURCES CORPORATION (Exact Name of Registrant as Specified in Charter Delaware 001-37697 47-5381253 (State or other jurisdiction of incorporation) (Commissi

Permian Resources Announces $500.0 Million Private Placement of Additional 7.000% Senior Notes Due 2032

EX-99.1 Exhibit 99.1 Permian Resources Announces $500.0 Million Private Placement of Additional 7.000% Senior Notes Due 2032 MIDLAND, TX—December 7, 2023—(BUSINESS WIRE)—Permian Resources Corporation (“Permian Resources”) (NYSE: PR) announced today that, subject to market conditions, Permian Resources Operating, LLC (the “Issuer”), a subsidiary of Permian Resources, intends to offer for sale in a

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): December 7, 2023 PERMIAN RESOURCE

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): December 7, 2023 PERMIAN RESOURCES CORPORATION (Exact Name of Registrant as Specified in Charter Delaware 007-37697 47-5381253 (State or other jurisdiction of incorporation) (Commissi

Filing Fee Table.

Exhibit 107 Calculation of Filing Fee Tables S-3 (Form Type) Permian Resources Corporation (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered(1) Proposed Maximum Offering Price Per Unit(3) Maximum Aggregate Offering Price(3) Fee Rate Amount of Registration Fee Newly Registered Securities Fees to Be Paid Equity Class A Common Stock, par value $0.

As filed with the Securities and Exchange Commission on November 8, 2023

As filed with the Securities and Exchange Commission on November 8, 2023 Registration No.

Consent of Netherland, Sewell & Associates, Inc. (Novo Oil & Gas Holdings, LLC).

EX-23.7 Exhibit 23.7 CONSENT OF INDEPENDENT PETROLEUM ENGINEERS AND GEOLOGISTS We hereby consent to the references to our firm, in the context in which they appear, and to the inclusion in this Registration Statement on Form S-8 of Permian Resources Corporation (the “Company”) of our reserves reports relating to Novo Oil & Gas Legacy Holdings, LLC, each dated September 7, 2023, included as exhibit

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ Quarterly report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended September 30, 2023 ☐ Transition report pursuant

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ Quarterly report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended September 30, 2023 OR ☐ Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission file number 001-37697 PERMIAN RESOURCES

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 8, 2023 Permian Resources Corporation (Exact name of registrant as specified in its charter) Delaware 001-37697 47-5381253 (State or other jurisdiction of incorporation) (Com

Consent of Netherland, Sewell & Associates, Inc. with respect to Proved Oil and Natural Gas Reserves Report of Novo Oil & Gas Holdings, LLC.

EX-23.8 Exhibit 23.8 CONSENT OF INDEPENDENT PETROLEUM ENGINEERS AND GEOLOGISTS We hereby consent to the references to our firm, in the context in which they appear, and to the inclusion in this Registration Statement on Form S-3 of Permian Resources Corporation (the “Company”) of our reserves reports relating to Novo Oil & Gas Legacy Holdings, LLC, each dated September 7, 2023, included as exhibit

UNAUDITED PRO FORMA COMBINED FINANCIAL STATEMENTS

Exhibit 99.2 UNAUDITED PRO FORMA COMBINED FINANCIAL STATEMENTS On November 1, 2023, Permian Resources Corporation (“Permian Resources” or the “Company”) and Earthstone Energy, Inc. (“Earthstone”) completed the previously announced acquisition of Earthstone by Permian Resources (the “Merger”) as contemplated by the merger agreement, dated August 21, 2023 (the “Merger Agreement”). In connection with

As filed with the Securities and Exchange Commission on November 8, 2023

Table of Contents As filed with the Securities and Exchange Commission on November 8, 2023 No.

EARTHSTONE ENERGY, INC. CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED) (In thousands, except share and per share amounts) September 30, 2023 December 31, 2022 ASSETS Current assets: Cash and cash equivalents $ 16,592 $ — Accounts receivable: Oil,

Exhibit 99.1 EARTHSTONE ENERGY, INC. CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED) (In thousands, except share and per share amounts) September 30, 2023 December 31, 2022 ASSETS Current assets: Cash and cash equivalents $ 16,592 $ — Accounts receivable: Oil, natural gas, and natural gas liquids revenues 177,353 161,531 Joint interest billings and other, net of allowance of $19 and $19 at Septe

Filing Fee Table.

Exhibit 107 CALCULATION OF FILING FEE TABLE Form S-8 (Form Type) Permian Resources Corporation (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation Rate Amount Registered(1)(2) Proposed Maximum Offering Price Per Share(3) Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Equity Class A Common Stock, par value $0.

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 7, 2023 PERMIAN RESOURCES CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-37697 47-5381253 (State or other jurisdiction of incorporation) (Com

Permian Resources Announces Third Quarter 2023 Results

Permian Resources Announces Third Quarter 2023 Results MIDLAND, Texas – November 7, 2023 (BUSINESS WIRE) - Permian Resources Corporation (“Permian Resources” or the “Company”) (NYSE: PR) today announced its third quarter 2023 financial and operational results.

PR / Permian Resources Corp - Class A / BlackRock Inc. Passive Investment

SC 13G 1 us71424f1057110623.txt us71424f1057110623.txt SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No: ) Permian Resources Corp - (Name of Issuer) Common Stock - (Title of Class of Securities) 71424F105 - (CUSIP Number) October 31, 2023 - (Date of Event Which Requires Filing of this Statement) Check the appropriate box

Third Supplemental Indenture (5.875% Senior Notes due 2029), dated as of November 1, 2023, among Permian Resources Operating, LLC, the guarantors party thereto and Computershare Trust Company, N.A., as Trustee (incorporated by reference to Exhibit 4.2 to the Company’s Current Report on Form 8-K filed with the SEC on November 3, 2023).

Exhibit 4.2 Execution Version THIRD SUPPLEMENTAL INDENTURE IN RESPECT OF SUBSIDIARY GUARANTEES PERMIAN RESOURCES OPERATING, LLC THE GUARANTOR PARTIES HERETO and COMPUTERSHARE TRUST COMPANY, N.A., AS TRUSTEE, DATED AS OF NOVEMBER 1, 2023 This Third Supplemental Indenture, dated as of November 1, 2022 (this “Third Supplemental Indenture”), is among (a) Permian Resources Operating, LLC (as successor

Third Supplemental Indenture (7.75% Senior Notes due 2026), dated as of November 1, 2023, among Permian Resources Operating, LLC, the guarantors party thereto and Computershare Trust Company, N.A., as Trustee (incorporated by reference to Exhibit 4.1 to the

Exhibit 4.1 Execution Version THIRD SUPPLEMENTAL INDENTURE IN RESPECT OF SUBSIDIARY GUARANTEES PERMIAN RESOURCES OPERATING, LLC THE GUARANTOR PARTIES HERETO and COMPUTERSHARE TRUST COMPANY, N.A., AS TRUSTEE, DATED AS OF NOVEMBER 1, 2023 This Third Supplemental Indenture, dated as of November 1, 2022 (this “Third Supplemental Indenture”), is among (a) Permian Resources Operating, LLC (as successor

PR / Permian Resources Corp - Class A / Bold Energy Holdings, LLC - SC 13G Passive Investment

SC 13G 1 d574835dsc13g.htm SC 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* PERMIAN RESOURCES CORPORATION (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securities) 71424F105 (CUSIP Number) November 1, 2023 (Date of Event Which Requires Filing of this Statem

JOINT FILING AGREEMENT

EX-99.1 2 d574835dex991.htm EX-99.1 EXHIBIT 99.1 JOINT FILING AGREEMENT The undersigned hereby agree that the statement on Schedule 13G with respect to the shares of common stock of Permian Resources Corp. dated as of November 3, 2023 is, and any amendments thereto (including amendments on Schedule 13D) signed by each of the undersigned shall be, filed on behalf of each of us pursuant to and in ac

Fourth Supplemental Indenture (6.875% Senior Notes due 2027), dated as of November 1, 2023, among Permian Resources Operating, LLC, the guarantors party thereto and UMB Bank, N.A., as Trustee (incorporated by reference to Exhibit 4.4 to the Company’s Current Report on Form 8-K filed with the SEC on November 3, 2023).

Exhibit 4.4 Execution Version FOURTH SUPPLEMENTAL INDENTURE IN RESPECT OF SUBSIDIARY GUARANTEES BY AND AMONG THE GUARANTOR PARTIES HERETO PERMIAN RESOURCES OPERATING, LLC and UMB BANK, N.A., AS TRUSTEE, DATED AS OF NOVEMBER 1, 2023 This Fourth Supplemental Indenture, dated as of November 1, 2023 (this “Fourth Supplemental Indenture”), is among Earthstone Operating, LLC, a Texas limited liability c

Permian Resources Completes Acquisition of Earthstone Energy

Exhibit 99.1 Permian Resources Completes Acquisition of Earthstone Energy November 01, 2023 09:26 AM Eastern Daylight Time MIDLAND, Texas — (BUSINESS WIRE) — Permian Resources Corporation (“Permian Resources” or the “Company”) (NYSE: PR) today announced that it has completed its acquisition of Earthstone Energy, Inc. (“Earthstone”) (NYSE: ESTE). The transaction was previously approved by Permian R

Second Supplemental Indenture (8.000% Senior Notes due 2027), dated as of November 1, 2023, among Permian Resources Operating, LLC, the guarantors party thereto and U.S. Bank Trust Company, National Association, as Trustee (incorporated by reference to Exhibit 4.7 to the Company’s Current Report on Form 8-K filed with the SEC on November 3, 2023).

Exhibit 4.7 Execution Version SECOND SUPPLEMENTAL INDENTURE This Second Supplemental Indenture, dated as of November 1, 2023 (this “Supplemental Indenture”), is among each of the entities listed on Exhibit A attached hereto (collectively, the “Additional Guarantors,” and each an “Additional Guarantor”), Permian Resources Operating, LLC (together with its successors and assigns, the “Company” or th

Fourth Supplemental Indenture (3.25% Exchangeable Senior Notes due 2028), dated as of November 1, 2023, among Permian Resources Operating, LLC, the guarantors party thereto and UMB Bank, N.A., as Trustee (incorporated by reference to Exhibit 4.5 to the

Exhibit 4.5 Execution Version FOURTH SUPPLEMENTAL INDENTURE IN RESPECT OF SUBSIDIARY GUARANTEES BY AND AMONG THE GUARANTOR PARTIES HERETO PERMIAN RESOURCES OPERATING, LLC and UMB BANK, N.A., AS TRUSTEE, DATED AS OF NOVEMBER 1, 2023 This Fourth Supplemental Indenture, dated as of November 1, 2023 (this “Fourth Supplemental Indenture”), is among Earthstone Operating, LLC, a Texas limited liability c

Regulation FD Disclosure, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Completion of Acquisition or Disposition of Assets

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 1, 2023 Permian Resources Corporation (Exact name of registrant as specified in its charter) Delaware 001-37697 47-5381253 (State or other jurisdiction of incorporation or or

Permian Resources Corporation Seventh Amended and Restated Non-Employee Director Compensation Program.

Exhibit 10.3 PERMIAN RESOURCES CORPORATION SEVENTH AMENDED AND RESTATED NON-EMPLOYEE DIRECTOR COMPENSATION PROGRAM Effective Date: October 31, 2023 Each member of the Board of Directors (the “Board”) of Permian Resources Corporation (the “Company”) who is not an employee of the Company or any parent or subsidiary of the Company and is not affiliated with Riverstone Investment Group LLC, NGP Energy

Second Supplemental Indenture (9.875% Senior Notes due 2031), dated as of November 1, 2023, among Permian Resources Operating, LLC, the guarantors party thereto and U.S. Bank Trust Company, National Association, as Trustee (incorporated by reference to Exhibit 4.8 to the Company’s Current Report on Form 8-K filed with the SEC on November 3, 2023).

Exhibit 4.8 Execution Version SECOND SUPPLEMENTAL INDENTURE This Second Supplemental Indenture, dated as of November 1, 2023 (this “Supplemental Indenture”), is among each of the entities listed on Exhibit A attached hereto (collectively, the “Additional Guarantors,” and each an “Additional Guarantor”), Permian Resources Operating, LLC (together with its successors and assigns, the “Company” or th

Fourth Supplemental Indenture (5.375% Senior Notes due 2026), dated as of November 1, 2023, among Permian Resources Operating, LLC, the guarantors party thereto and UMB Bank, N.A., as Trustee (incorporated by reference to Exhibit 4.3 to the Company’s Current Report on Form 8-K filed with the SEC on November 3, 2023).

Exhibit 4.3 Execution Version FOURTH SUPPLEMENTAL INDENTURE IN RESPECT OF SUBSIDIARY GUARANTEES BY AND AMONG THE GUARANTOR PARTIES HERETO PERMIAN RESOURCES OPERATING, LLC and UMB BANK, N.A., AS TRUSTEE, DATED AS OF NOVEMBER 1, 2023 This Fourth Supplemental Indenture, dated as of November 1, 2023 (this “Fourth Supplemental Indenture”), is among Earthstone Operating, LLC, a Texas limited liability c

Amended and Restated Limited Liability Company Agreement of Permian Resources Operating, LLC dated as of

Exhibit 10.2 Execution Version PERMIAN RESOURCES OPERATING, LLC SEVENTH AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT Dated as of November 1, 2023 THE LIMITED LIABILITY COMPANY INTERESTS REPRESENTED BY THIS SEVENTH AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT HAVE NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED, OR UNDER ANY OTHER APPLICABLE SE

First Supplemental Indenture (7.000% Senior Notes due 2032), dated as of November 1, 2023, by and among Permian Resources Operating, LLC, the guarantors party thereto and Computershare Trust Company, N.A., as Trustee (incorporated reference to Exhibit 4.6 to the Company’s Current Report on Form 8-K filed with the SEC on November 3, 2023).

Exhibit 4.6 Execution Version FIRST SUPPLEMENTAL INDENTURE IN RESPECT OF SUBSIDIARY GUARANTEES BY AND AMONG PERMIAN RESOURCES OPERATING, LLC THE GUARANTOR PARTIES HERETO and COMPUTERSHARE TRUST COMPANY, N.A., AS TRUSTEE, DATED AS OF NOVEMBER 1, 2023 This First Supplemental Indenture, dated as of November 1, 2023 (this “First Supplemental Indenture”), is among Earthstone Operating, LLC, a Texas lim

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported) October 30, 2023 PERMIAN RESOURCES

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported) October 30, 2023 PERMIAN RESOURCES CORPORATION (Exact name of registrant as specified in its charter) 001-37697 (Commission File Number) Delaware 47-5381253 (State or Other Jurisdictio

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported) October 30, 2023 PERMIAN RESOURCES CORPORATION (Exact name of registrant as specified in its charter) 001-37697 (Commission File Number) Delaware 47-5381253 (State or Other Jurisdictio

Filed by Permian Resources Corporation

Filed by Permian Resources Corporation Pursuant to Rule 425 of the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 of the Securities Exchange Act of 1934 Subject Company: Earthstone Energy, Inc.

Filed by Permian Resources Corporation

425 Filed by Permian Resources Corporation Pursuant to Rule 425 of the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 of the Securities Exchange Act of 1934 Subject Company: Earthstone Energy, Inc.

MERGER PROPOSED — YOUR VOTE IS VERY IMPORTANT

Table of Contents Filed Pursuant to Rule 424(b)(3) Registration No. 333-274355 MERGER PROPOSED — YOUR VOTE IS VERY IMPORTANT Dear Stockholders of Permian Resources Corporation and Earthstone Energy, Inc.: On behalf of the boards of directors of Permian Resources Corporation (“Permian Resources”) and Earthstone Energy, Inc. (“Earthstone”), we are pleased to enclose the accompanying joint proxy stat

Repurchase Agreement

EX-10.1 Exhibit 10.1 Repurchase Agreement September 19, 2023 Ladies and Gentlemen: Introductory. Permian Resources Operating, LLC, a Delaware limited liability company (the “Company”), proposes to repurchase (the “Repurchase”) from each of NGP XI US Holdings, L.P. (“NGP XI”), NGP Pearl Holdings II, L.L.C. (“NGP Pearl”) and Luxe Energy, LLC (“Luxe” and, collectively with NGP XI and NGP Pearl, the “

FORM OF LOCK-UP AGREEMENT Permian Resources Corporation Lock-Up Agreement September 19, 2023

EX-10.3 Exhibit 10.3 FORM OF LOCK-UP AGREEMENT Permian Resources Corporation Lock-Up Agreement September 19, 2023 J.P. Morgan Securities LLC 383 Madison Avenue New York, New York 10179 BofA Securities Inc. One Bryant Park New York, New York 10036 Truist Securities Inc. 3333 Peachtree Road NE Atlanta, GA 30326 Re: Permian Resources Corporation - Lock-Up Agreement Ladies and Gentlemen: The undersign

PR / Permian Resources Corp - Class A / Luxe Energy, LLC - SC 13D/A Activist Investment

SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13D Under the Securities Exchange Act of 1934 (Amendment No. 2) PERMIAN RESOURCES CORPORATION (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securities) 71424F 105 (CUSIP Number) Craig S. Glick NGP Energy Capital Management, L.L.C. 2850 N. Harwood Street, 19th Floor Dall

Prospectus supplement (to Prospectus dated September 8, 2022) Permian Resources Corporation 21,450,000 Shares Class A common stock Offered by the Selling Stockholders

Table of Contents Filed pursuant to Rule 424(b)(3) Registration Statement No. 333-267338 Prospectus supplement (to Prospectus dated September 8, 2022) Permian Resources Corporation 21,450,000 Shares Class A common stock Offered by the Selling Stockholders This prospectus supplement relates to the offer and sale by the selling stockholders named herein (the “Selling Stockholders”) of up to an aggre

Underwriting Agreement, dated September 19, 2023, by and among Permian Resources Corporation, the selling stockholders named therein and the several underwriters named therein.

Exhibit 1.1 Execution Version Permian Resources Corporation 21,450,000 Shares of Class A Common Stock, par value $0.0001 per share Underwriting Agreement September 19, 2023 J.P. Morgan Securities LLC 383 Madison Avenue New York, New York 10179 BofA Securities Inc. One Bryant Park New York, New York 10036 Truist Securities, Inc. 3333 Peachtree Road NE Atlanta, GA 30326 As the representatives (the “

Underwriting Agreement, dated September 19, 2023, by and among Permian Resources Corporation, the selling stockholders named therein and the several underwriters named therein.

Exhibit 1.1 Execution Version Permian Resources Corporation 21,450,000 Shares of Class A Common Stock, par value $0.0001 per share Underwriting Agreement September 19, 2023 J.P. Morgan Securities LLC 383 Madison Avenue New York, New York 10179 BofA Securities Inc. One Bryant Park New York, New York 10036 Truist Securities, Inc. 3333 Peachtree Road NE Atlanta, GA 30326 As the representatives (the “