Permian Resources Corp — fact timeline

Permian Resources Corp shareholders approved Approve amendment to the Sixth Amended and Restated Certificate of Incorporation of Permian Resources Holdings Inc., wholly owned subsidiary, to remove the pass-through voting provision in connection with the corporate reorganization.

“Proposal 5. To approve an amendment to the Sixth Amended and Restated Certificate of Incorporation of Permian Resources Holdings Inc., our wholly owned subsidiary, to remove the “pass-through voting” provision in connection with the Company’s corporate reorganization: For Against Abstain Broker Non-Votes 675,699,906 1,089,408 1,227,141 64,666,444”

Permian Resources Corp shareholders approved Approve the First Amendment to the Permian Resources Corporation 2023 Long Term Incentive Plan.

“Proposal 4. To approve the First Amendment to the Permian Resources Corporation 2023 Long Term Incentive Plan: For Against Abstain Broker Non-Votes 486,136,079 190,600,884 1,279,492 64,666,444”

Permian Resources Corp shareholders approved Ratify appointment of KPMG LLP as independent registered public accounting firm for fiscal year ending December 31, 2026 at the 2026-12-31 meeting.

“Proposal 3. To ratify the appointment of KPMG LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2026: For Against Abstain 724,751,914 17,047,850 883,135”

Permian Resources Corp shareholders approved Advisory vote to approve named executive officer compensation.

“Proposal 2. To approve, by a non-binding advisory vote, the Company’s named executive officer compensation: For Against Abstain Broker Non-Votes 671,484,023 5,284,121 1,248,311 64,666,444”

Permian Resources Corp shareholders approved Election of ten directors to the Board for terms expiring at the 2027 Annual Meeting of Shareholders.

“Proposal 1. To elect ten directors to the Board for terms expiring at the 2027 Annual Meeting of Shareholders: For Against Abstain Broker Non-Votes Maire A. Baldwin 670,324,623 6,982,110 709,722 64,666,444 Frost W. Cochran 673,551,350 3,752,030 713,075 64,666,444 Karan E. Eves 670,246,783 6,960,486 809,186 64,666,444 Steven D. Gray 611,914,658 65,342,520 759,277 64,666,444 William M. Hickey III 655,799,961 21,542,824 673,670 64,666,444 Aron Marquez 621,829,747 55,474,430 712,278 64,666,444 William J. Quinn 655,540,777 21,797,089 678,589 64,666,444 Jeffrey H. Tepper 666,582,900 10,722,602 710,953 64,666,444 Robert M. Tichio 669,066,256 8,259,864 690,335 64,666,444 James H. Walter 655,690,122 21,523,602 802,731 64,666,444”

Permian Resources Corp incurred credit facility of $3.0 billion with JPMorgan Chase Bank, N.A. at SOFR plus 150 basis points or Alternate Base Rate plus 50 basis points maturing April 30, 2031.

“On April 30, 2026, Permian Resources Operating, LLC (“OpCo”), a consolidated subsidiary of Permian Resources Corporation (“Permian Resources” and, together with OpCo, the “Company”) (NYSE: PR), entered into a new Credit Agreement (the “New Credit Agreement”) among OpCo, JPMorgan Chase Bank, N.A., as administrative agent (the “Administrative Agent”), and the lenders party thereto (together with the Administrative Agent, the “Lenders”), providing for a $3.0 billion senior unsecured credit facility.”

Permian Resources Corp updated its first quarter of 2026 guidance (raised).

“issued a press release announcing its financial and operational results for the first quarter of 2026.”

Permian Resources Corp terminated Third Amended and Restated Credit Agreement with JPMorgan Chase Bank, N.A. (as administrative agent) and the lenders party thereto valued at Terminated the Prior Credit Agreement without penalty (effective 2026-04-30).

“On April 30, 2026, in connection with OpCo’s entry into the New Credit Agreement, OpCo terminated that certain Third Amended and Restated Credit Agreement, dated as of February 18, 2022 (as amended, supplement and amended and supplement, the “Prior Credit Agreement”) among OpCo, the lenders party thereto and JPMorgan Chase Bank, N.A., as administrative agent. The Prior Credit Agreement and the credit facility thereunder were terminated by OpCo without penalty.”

Permian Resources Corp entered into New Credit Agreement with JPMorgan Chase Bank, N.A. (as administrative agent) and the lenders party thereto valued at $3.0 billion senior unsecured credit facility (effective 2026-04-30).

“On April 30, 2026, Permian Resources Operating, LLC (“OpCo”), a consolidated subsidiary of Permian Resources Corporation (“Permian Resources” and, together with OpCo, the “Company”) (NYSE: PR), entered into a new Credit Agreement (the “New Credit Agreement”) among OpCo, JPMorgan Chase Bank, N.A., as administrative agent (the “Administrative Agent”), and the lenders party thereto (together with the Administrative Agent, the “Lenders”), providing for a $3.0 billion senior unsecured credit facility.”

Permian Resources Corp: Amended and restated bylaws were the same as prior bylaws except for technical changes permitted by Section 251(g) of the DGCL.

“Upon consummation of the Reorganization, the Amended and Restated Certificate of Incorporation of the Company (the “A&R Certificate of Incorporation”) and the Amended and Restated Bylaws of the Company were the same as the certificate of incorporation and the bylaws of Old PR immediately prior to consummation of the Reorganization, respectively, other than certain technical changes permitted by Section 251(g) of the DGCL.”

Permian Resources Corp: Amended and restated certificate of incorporation to change corporate name from PRC NewCo Inc to Permian Resources Corporation (effective 2026-01-07).

“Effective as of immediately following the completion of the Merger on January 7, 2026, and in accordance with the Master Reorganization Agreement, the Company changed the corporate name of the Company from “PRC NewCo Inc” to “Permian Resources Corporation” and has amended and restated its certificate of incorporation to reflect such name change.”

Permian Resources Corp amended Eighth Amended and Restated Limited Liability Company Agreement of Permian Resources Operating, LLC with members of Opco (effective 2026-01-07).

“On January 7, 2026, in connection with the Reorganization, the members of Opco entered into the Eighth Amended and Restated Limited Liability Company Agreement of Permian Resources Operating, LLC (the “A&R Opco LLC Agreement”), to reflect, among other things, that (i) the Company is the managing member of Opco, (ii) the Company replaces Old PR in such limited liability company agreement as the relevant publicly listed parent company and (iii) the continuing holders of Opco Units continue to have the redemption rights with respect to their Opco Units (together with a corresponding number of shares of Class C Common Stock) as set forth in such limited liability company agreement, except that Opco Units are instead redeemable for shares of Class A Common Stock.”

Permian Resources Corp amended Second Amended and Restated Registration Rights Agreement with Old PR and certain stockholders identified on the signature pages thereto (effective 2026-01-07).

“On January 7, 2026, the Company entered into a second amended and restated registration rights agreement (the “A&R Registration Rights Agreement”) with Old PR and certain stockholders identified on the signature pages thereto.”

Permian Resources Corp completed an acquisition involving Permian Resources Corporation (closed 2026-01-07).

“Following the implementation of the Reorganization, Old PR became a wholly owned subsidiary of a new holding company, PRC NewCo Inc, a Delaware corporation (the "Company"), which replaced Old PR as the public company trading on The New York Stock Exchange (the "NYSE") under the ticker symbol "PR."”

Permian Resources Corp issued 48,916,754 New PR Class A Shares of common stock to Contributing Members.

“In connection with the Reorganization, pursuant to the Share Surrender and Unit Exchange Agreement, New PR is expected to issue 48,916,754 New PR Class A Shares to the Contributing Members immediately following the Effective Time.”

Permian Resources Corp faced acceleration on senior notes of all outstanding Notes with UMB Bank, N.A. at 3.25% maturing 2028.

“On August 28, 2025, Permian Resources Operating, LLC (the “ Issuer ”), a consolidated subsidiary of Permian Resources Corporation (the “ Company ”), issued a notice (the “ Redemption Notice ”) to holders of the Issuer’s 3.25% Exchangeable Senior Notes due 2028 (the “ Notes ”) calling for redemption (the “ Redemption ”) of all outstanding Notes.”

Brent P. Jensen retired as Senior Vice President and Chief Accounting Officer at Permian Resources Corp.

“retirement of Brent P. Jensen, who previously served as the Company's Senior Vice President and Chief Accounting Officer”

Robert R. Shannon was appointed as Executive Vice President and Chief Accounting Officer at Permian Resources Corp.

“appointed Robert R. Shannon as Executive Vice President and Chief Accounting Officer of the Company, effective as of May 31, 2024 effective immediately upon the retirement of Brent P. Jensen”

Permian Resources Corp updated its first quarter of 2024 guidance (raised).

“Permian Resources Corporation (the "Company" or "Permian Resources") issued a press release announcing its financial and operational results for the first quarter of 2024.”

Permian Resources Corp amended revolving credit of $2.5 billion with JPMorgan Chase Bank, N.A., as administrative agent.

“of Permian Resources Corporation (the “ Company ”), entered into the Seventh Amendment to the Third Amended and Restated Credit Agreement (the “ Seventh Amendment ”), dated as of April 25, 2024, among OpCo, each of the lenders and guarantors party thereto and JPMorgan Chase Bank, N.A., as administrative agent (as amended, the “ Credit Agreement ”).”

Permian Resources Corp amended Seventh Amendment with JPMorgan Chase Bank, N.A., as administrative agent (effective 2024-04-25).

“On April 25, 2024, Permian Resources Operating, LLC (“ OpCo ”), a consolidated subsidiary of Permian Resources Corporation (the “ Company ”), entered into the Seventh Amendment to the Third Amended and Restated Credit Agreement (the “ Seventh Amendment ”), dated as of April 25, 2024, among OpCo, each of the lenders and guarantors party thereto and JPMorgan Chase Bank, N.A., as administrative agent”

Permian Resources Corp updated its 2024 guidance (initiated).

“Permian Resources’ full year and fourth quarter 2023 information discussed within this release includes results from Earthstone Energy, Inc. ("Earthstone") for the months of November and December, unless otherwise specified”

Permian Resources Corp reported financial results for fourth quarter 2023.

“today announced its fourth quarter and full year 2023 financial and operational results”

Permian Resources Corp reported financial results for the year ended December 31, 2023.

“On February 27, 2024, the Company issued a press release announcing its financial and operational results for the year ended December 31, 2023”

Permian Resources Corp incurred senior notes of $500.0 million aggregate principal amount with Computershare Trust Company, N.A., as trustee at 7.000% maturing January 15, 2032.

“issued $500.0 million aggregate principal amount of its 7.000% senior notes due 2032”

Permian Resources Corp reported third quarter of 2023 results: net income adjusted net income 1 was $220 million, EPS $0.39 per adjusted basic share.

“Permian Resources Corporation (the “Company” or “Permian Resources”) issued a press release announcing its financial and operational results for the third quarter of 2023.”

Permian Resources Corp entered into Fourth Supplemental Indenture to Exchangeable Notes Indenture with UMB Bank, N.A. valued at Fourth supplemental indenture to the Exchangeable Notes Indenture dated March 19, 2021 pursuant to w (effective 2023-11-01).

“Additionally, in connection with the Transactions, on the Closing Date, the Company, Permian OpCo, the PR Guarantors and the subsidiaries of Permian OpCo acquired in connection with the Transactions (collectively, the “New Subsidiary Guarantors”) entered into (i) a fourth supplemental indenture to that certain Indenture, dated March 19, 2021 (as supplemented, the “Exchangeable Notes Indenture”) with UMB Bank, N.A., as trustee (the “UMB Trustee”), pursuant to which the New Subsidiary Guarantors have agreed to guarantee the obligations under the Exchangeable Notes Indenture”

Permian Resources Corp entered into Second Supplemental Indenture - 8.000% Senior Notes due 2027 with U.S. Bank Trust Company, National Association valued at Second supplemental indenture pursuant to which Permian OpCo assumed obligations of EEH under indent (effective 2023-11-01).

“In connection with the Transactions, on the Closing Date, the Company, Permian OpCo, and certain subsidiaries of Permian OpCo entered into (i) a second supplemental indenture with U.S. Bank Trust Company, National Association., as trustee (the “Earthstone Trustee”), pursuant to which Permian OpCo has agreed to assume all of the obligations of EEH, the Company has agreed to assume all of the obligations of Earthstone and to guarantee Permian OpCo’s assumed obligations thereunder, and the existing subsidiary guarantors under the Company Indentures (as defined below) (the “PR Guarantors”) have agreed to guarantee such obligations, under that certain indenture, dated as of April 12, 2022 relating to EEH’s 8.000% Senior Notes due 2027 in an aggregate principal amount of approximately $550 million”

Permian Resources Corp entered into Seventh Amended and Restated Limited Liability Company Agreement of Permian OpCo with Permian OpCo members valued at Seventh A&R LLC Agreement providing for redemption rights of members, exchangeable for shares or cas (effective 2023-11-01).

“In connection with the transactions contemplated by the Merger Agreement (the “Transactions”), at the time of the consummation of the Transactions (the “Effective Time”), the Sixth Amended and Restated Limited Liability Company Agreement of OpCo, dated as of September 1, 2021 (as amended, restated, amended and restated, supplemented or otherwise modified from time to time, together with all schedules, exhibits and annexes thereto) was amended and restated in its entirety to, among other things, provide for the admittance of holders of Earthstone OpCo Units (as defined below) as members (as amended and restated, the “Seventh A&R LLC Agreement”).”

Permian Resources Corp entered into Registration Rights Agreement with Holders valued at Registration Rights Agreement requiring company to register shares for resale and file a registratio (effective 2023-11-01).

“On August 21, 2023, concurrently with the execution of the Merger Agreement, and to be effective upon the Closing Date, the Company entered into the Registration Rights Agreement (the “Registration Rights Agreement”), by and among the Company and each of the parties listed on the signature pages thereto (each such party, a “Holder” and, collectively, the “Holders”).”

Frost W. Cochran was appointed as Director at Permian Resources Corp.

“the board of directors of the Company (the “Board”) appointed Robert J. Anderson and Frost W. Cochran to the Board, effective as of the Closing Date.”

Robert J. Anderson was appointed as Director at Permian Resources Corp.

“the board of directors of the Company (the “Board”) appointed Robert J. Anderson and Frost W. Cochran to the Board, effective as of the Closing Date.”

Permian Resources Corp shareholders approved To approve the issuance of shares of Common Stock to stockholders of Earthstone, in connection with the transactions pursuant to the terms of the Merger Agreement. at the 2023-10-30 meeting.

“1. The Permian Resources Stock Issuance Proposal - to approve the issuance of shares of Common Stock to stockholders of Earthstone, in connection with the transactions pursuant to the terms of the Merger Agreement. For Against Abstain 503,997,637 336,138 752,541”

Frost W. Cochran was appointed as Director at Permian Resources Corp.

“On October 30, 2023, the Board appointed Robert J. Anderson and Frost W. Cochran to the Board, effective as of closing of the Transactions.”

Robert J. Anderson was appointed as Director at Permian Resources Corp.

“On October 30, 2023, the Board appointed Robert J. Anderson and Frost W. Cochran to the Board, effective as of closing of the Transactions.”

Matthew G. Hyde resigned as Director at Permian Resources Corp.

“On October 30, 2023, in connection with the Transactions, Matthew G. Hyde resigned from the Board, effective as of closing of the Transactions.”

Permian Resources Corp incurred senior notes of $500.0 million aggregate principal amount with Computershare Trust Company, N.A. at 7.000% maturing January 15, 2032.

“issued $500.0 million aggregate principal amount of its 7.000% senior notes due 2032 (the “Notes”).”

Permian Resources Corp entered into Agreement and Plan of Merger with Earthstone Energy, Inc.", "Earthstone Energy Holdings, LLC (effective 2023-08-21).

“entered into that certain Agreement and Plan of Merger (the “Merger Agreement”) with Earthstone Energy, Inc., a Delaware corporation ( “Earthstone”) and Earthstone Energy Holdings, LLC”

Permian Resources Corp reported the second quarter of 2023 results: net income $73 million, or $0.23 per basic share, EPS $0.23 per basic share.

“The Company also reported net income attributable to Class A Common Stock during the second quarter of $73 million, or $0.23 per basic share.”

Permian Resources Corp shareholders approved Ratification of appointment of KPMG LLP as independent auditor at the 2023-12-31 meeting.

“4. To ratify the appointment of KPMG LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2023: For Against Abstain 511,065,980 1,986,085 138,826”

Permian Resources Corp shareholders approved Approval of Permian Resources Corporation 2023 Long Term Incentive Plan.

“3. To approve the Permian Resources Corporation 2023 Long Term Incentive Plan: For Against Abstain Broker Non-Votes 419,763,335 62,110,185 262,894 31,054,477”

Permian Resources Corp shareholders approved Advisory vote on named executive officer compensation.

“2. To approve, by a non-binding advisory vote, the Company’s named executive officer compensation: For Against Abstain Broker Non-Votes 479,309,496 2,506,711 320,207 31,054,477”

Permian Resources Corp shareholders approved Election of three Class I directors.

“1. To elect the three directors to the Board of Directors: For Against Abstain Broker Non-Votes Maire Baldwin 469,516,391 12,354,707 265,316 31,054,477 Aron Marquez 466,982,697 14,888,977 264,740 31,054,477 Robert Tichio 460,931,920 20,938,988 265,506 31,054,477”

Permian Resources Corp reported first quarter 2023 results: net income $102 million, EPS $0.35 per basic share.

“The Company also reported net income attributable to Class A Common Stock during the first quarter of $102 million, or $0.35 per basic share.”

Permian Resources Corp amended credit facility of reaffirmed the borrowing base at $2.5 billion and maintained the elected commitments at $1.5 billion with JPMorgan Chase Bank, N.A., as administrative agent.

“The Third Amendment, among other things, (i) reaffirmed the borrowing base at $2.5 billion and maintained the elected commitments at $1.5 billion, (ii) expanded the exceptions to the negative covenants to permit the incurrence of additional indebtedness on a pari passu basis with the facilities in the Credit Agreement, subject to certain conditions; and (iii) made technical changes to permit OpCo to potentially incur term loans in addition to the revolving loans provided under the Credit Agreement, subject to terms to be agreed with the lenders making such term loans and to the terms of the Third Amendment and the Credit Agreement.”

Guy Oliphint was appointed as Executive Vice President and Chief Financial Officer at Permian Resources Corp.

“the Board of Directors of Permian Resources Corporation (the “Company”) appointed Guy Oliphint as Executive Vice President and Chief Financial Officer of the Company, effective as of the date hereof immediately following the retirement of George Glyphis”

George Glyphis retired as Executive Vice President and Chief Financial Officer at Permian Resources Corp.

“the retirement of George Glyphis as the Company’s Executive Vice President and Chief Financial Officer on such date.”

Permian Resources Corp reported Fourth Quarter 2022 results: net income $83 million, EPS $0.26 per diluted share. Guidance raised.

“For the quarter, Permian Resources generated net cash provided by operating activities of $528 million and adjusted free cash flow of $256 million. The Company also reported net income attributable to Class A Common Stock during the fourth quarter of $83 million, or $0.26 per diluted share.”

Guy Oliphint was appointed as Chief Financial Officer at Permian Resources Corp.

“Mr. Oliphint will join the Company as Executive Vice President of Finance in early January 2023, and the Board intends to appoint him Chief Financial Officer effective March 1, 2023.”

George Glyphis departed as Executive Vice President and Chief Financial Officer at Permian Resources Corp.

“The Company also announced that George Glyphis, Executive Vice President and Chief Financial Officer of the Company, plans to retire from the Company in mid-2023 and that Guy Oliphint will succeed Mr. Glyphis as the Company’s Chief Financial Officer.”