8-K filed November 3, 2025, 6:59 PM ET ticker PED CIK 0001141197

M&A confidence high sentiment neutral materiality 0.95

PEDEVCO closes acquisition of North Peak & Century Oil & Gas, raises $35M PIPE, and enters $120M credit facility

PEDEVCO CORP

Issued 10.65M Series A preferred shares to acquire North Peak and Century Oil & Gas, convertible into 106.5M common shares.
Raised $35.0M via PIPE issuance of 6.36M Series A preferred shares at $5.50/share, convertible into 63.6M common shares.
Existing PED shareholders expected to hold ~14% post-conversion; Juniper ~52.9%, Dr. Kukes ~33.1%.
Entered A&R credit agreement with $120M borrowing base, maturity October 2029.
Appointed Josh Schmidt, Martyn Willsher, Kristel Franklin to board; Reagan Dukes COO, Robert Long CFO.

item 1.01 item 5.03 item 5.02 item 5.07 item 2.01 item 2.03 item 3.02 item 3.03 item 7.01 item 9.01

Machine-readable event card

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accession: 0001654954-25-012450
form_type: 8-K
ticker: PED
cik: 0001141197
company_name: PEDEVCO CORP
filed_at: 2025-11-03T23:59:59+00:00
discovered_at: 2026-05-14T18:02:38.882023+00:00
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sentiment: neutral
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Source-grounded claims

aeeb4bf8534a58ee6798daab7f46875a0e52f9df

PEDEVCO CORP: Filed Second Amended and Restated Certificate of Designations for Series A Convertible Preferred Stock, establishing new series with specific voting, conversion, liquidation, and transfer rights (effective 2025-10-31).

Second Amended and Restated Designation of Series A Convertible Preferred Stock In preparation of the Closing, the Board approved the Second Amended and Restated Certificate of Designations of PEDEVCO Corp. Establishing the Designations, Preferences, Limitations and Relative Rights of Its Series A Convertible Preferred Stock (the “ PEDEVCO Series A Designation ”) on October 29, 2025, which was filed with the Secretary of State of Texas on October 31, 2025.

SEC 8-K Item 5.03/5.05/5.06 confidence 0.95 SEC evidence

069ef3eabce5ad6a088f81e70b32c06f5a60d350

PEDEVCO CORP completed an acquisition involving Century Oil and Gas Holdings, LLC and North Peak Oil & Gas Holdings, LLC for 10,650,000 shares of Series A Convertible Preferred Stock (closed 2025-10-31).

”), all of the issued and outstanding limited liability company interests of each of the Acquired Companies were automatically converted into the right to receive an aggregate of 10,650,000 validly issued, fully paid and nonassessable shares of newly designated Series A Convertible Preferred Stock of PEDEVCO (the “ Merger Preferred Shares ”), par value $0.001 per

SEC 8-K Item 2.01/5.01 confidence 0.9 SEC evidence

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same fact type: governance_change, ma_transaction same SEC item: 2.01, 3.02, 3.03, 5.03, 7.01, 9.01 same event type: m_and_a similar materiality

This filing

Second Amended and Restated Designation of Series A Convertible Preferred Stock In preparation of the Closing, the Board approved the Second Amended and Restated Certificate of Designations of PEDEVCO Corp. Establishing the Designations, Preferences, Limitations and Relative Rights of Its Series A Convertible Preferred Stock (the “ PEDEVCO Series A Designation ”) on October 29, 2025, which was filed with the Secretary of State of Texas on October 31, 2025.

Comparable filing

On June 1, 2026, the Company filed the Certificate of Designations with the Delaware Secretary of State to establish the preferences, limitations and relative rights of its 6.50% Series A Mandatory Convertible Preferred Stock (the “ Series A Mandatory Convertible Preferred Stock ”), which became effective upon filing.

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same fact type: governance_change, ma_transaction same SEC item: 1.01, 2.03, 3.03, 5.02, 5.03, 7.01, 9.01 same event type: m_and_a similar materiality

This filing

Second Amended and Restated Designation of Series A Convertible Preferred Stock In preparation of the Closing, the Board approved the Second Amended and Restated Certificate of Designations of PEDEVCO Corp. Establishing the Designations, Preferences, Limitations and Relative Rights of Its Series A Convertible Preferred Stock (the “ PEDEVCO Series A Designation ”) on October 29, 2025, which was filed with the Secretary of State of Texas on October 31, 2025.

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In connection with the Spin-Off, the Board adopted the Code of Conduct, a copy of which is available on New Enviri’s website at www.enviri.com.

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same fact type: governance_change, ma_transaction same SEC item: 1.01, 2.01, 3.02, 3.03, 5.02, 5.03, 7.01, 9.01 same event type: m_and_a similar materiality

This filing

Second Amended and Restated Designation of Series A Convertible Preferred Stock In preparation of the Closing, the Board approved the Second Amended and Restated Certificate of Designations of PEDEVCO Corp. Establishing the Designations, Preferences, Limitations and Relative Rights of Its Series A Convertible Preferred Stock (the “ PEDEVCO Series A Designation ”) on October 29, 2025, which was filed with the Secretary of State of Texas on October 31, 2025.

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FARMER BROTHERS CO May 5, 2026, 7:59 PM ET m_and_a Items 1.02, 2.01, 3.01, 3.03, 5.01, 5.02, 5.03, 7.01, 9.01

same fact type: governance_change, ma_transaction same SEC item: 2.01, 3.03, 5.02, 5.03, 7.01, 9.01 same event type: m_and_a similar materiality

This filing

Second Amended and Restated Designation of Series A Convertible Preferred Stock In preparation of the Closing, the Board approved the Second Amended and Restated Certificate of Designations of PEDEVCO Corp. Establishing the Designations, Preferences, Limitations and Relative Rights of Its Series A Convertible Preferred Stock (the “ PEDEVCO Series A Designation ”) on October 29, 2025, which was filed with the Secretary of State of Texas on October 31, 2025.

Comparable filing

the Certificate of Incorporation of the Company that was in effect immediately before the Effective Time was amended and restated to be in the form attached hereto as Exhibit 3.1

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same fact type: governance_change, ma_transaction same SEC item: 1.01, 2.01, 3.02, 3.03, 5.02, 5.03, 9.01 same event type: m_and_a similar materiality

This filing

Second Amended and Restated Designation of Series A Convertible Preferred Stock In preparation of the Closing, the Board approved the Second Amended and Restated Certificate of Designations of PEDEVCO Corp. Establishing the Designations, Preferences, Limitations and Relative Rights of Its Series A Convertible Preferred Stock (the “ PEDEVCO Series A Designation ”) on October 29, 2025, which was filed with the Secretary of State of Texas on October 31, 2025.

Comparable filing

on May 1, 2026, the Company filed the Second Amended and Restated Articles of Incorporation (the “A&R Articles”) with the Secretary of State of the State of Nevada with a delayed effective date and time of 3:00 a.m. (Eastern Time) on May 5, 2026.

Filing page SEC filing

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same fact type: governance_change, ma_transaction same SEC item: 2.01, 3.02, 3.03, 5.02, 5.03, 9.01 same event type: m_and_a similar materiality

This filing

Second Amended and Restated Designation of Series A Convertible Preferred Stock In preparation of the Closing, the Board approved the Second Amended and Restated Certificate of Designations of PEDEVCO Corp. Establishing the Designations, Preferences, Limitations and Relative Rights of Its Series A Convertible Preferred Stock (the “ PEDEVCO Series A Designation ”) on October 29, 2025, which was filed with the Secretary of State of Texas on October 31, 2025.

Comparable filing

Effective upon completion of the Merger, the bylaws of the Company, as in effect immediately prior to the Effective Time, were amended and restated to be in the form of the bylaws filed herewith as Exhibit 3.2.

Filing page SEC filing

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same fact type: governance_change, ma_transaction same SEC item: 1.01, 2.01, 3.02, 3.03, 5.02, 5.03, 7.01, 9.01 same event type: m_and_a similar materiality

This filing

Second Amended and Restated Designation of Series A Convertible Preferred Stock In preparation of the Closing, the Board approved the Second Amended and Restated Certificate of Designations of PEDEVCO Corp. Establishing the Designations, Preferences, Limitations and Relative Rights of Its Series A Convertible Preferred Stock (the “ PEDEVCO Series A Designation ”) on October 29, 2025, which was filed with the Secretary of State of Texas on October 31, 2025.

Comparable filing

The Company has filed with the Secretary of State of the State of Delaware a Certificate of Designation of Preferences, Rights and Limitations of the Company Preferred Stock (the “Certificate of Designation”) in connection with the Merger referenced in Item 1.01 above.

Filing page SEC filing

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same fact type: ma_transaction same SEC item: 1.01, 2.01, 2.03, 3.02, 3.03, 5.02, 5.03, 7.01, 9.01 same event type: m_and_a similar materiality

This filing

”), all of the issued and outstanding limited liability company interests of each of the Acquired Companies were automatically converted into the right to receive an aggregate of 10,650,000 validly issued, fully paid and nonassessable shares of newly designated Series A Convertible Preferred Stock of PEDEVCO (the “ Merger Preferred Shares ”), par value $0.001 per

Comparable filing

of Flushing (“ Flushing Common Stock ”) issued and outstanding immediately prior to the Effective Time, subject to certain exceptions, was converted into the right to receive 0.85 of a share (the “ Exchange Ratio ”) of common stock, par value $0.01 per share, of OceanFirst (“ OceanFirst Common Stock ” and such consideration, the “ Merger Consideration ”).

Filing page SEC filing

Source: SEC EDGAR

accession 0001654954-25-012450

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