Form SCHEDULE 13D/A Riley Exploration Permia Filed by: Riley Exploration Group, LLC
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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549 |
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 6)*
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Riley Exploration Permian, Inc. (Name of Issuer) |
Common Stock, par value $0.001 per share (Title of Class of Securities) |
(CUSIP Number) |
Bryan H. Lawrence Riley Exploration Group, LLC, 29 East Reno, Suite 500 Oklahoma City, OK, 73104 (212) 515-2112 Jesse E. Betts Willkie Farr & Gallagher LLP, 2828 Routh Street Dallas, TX, 75201 (214) 233-4537 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) |
04/07/2026 (Date of Event Which Requires Filing of This Statement) |
If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.
The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the
Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other
provisions of the Act (however, see the Notes).
SCHEDULE 13D
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| CUSIP No. |
| 1 |
Name of reporting person
RILEY EXPLORATION GROUP, LLC | ||||||||
| 2 | Check the appropriate box if a member of a Group (See Instructions)
(a)
(b) | ||||||||
| 3 | SEC use only | ||||||||
| 4 |
Source of funds (See Instructions)
OO | ||||||||
| 5 |
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
| ||||||||
| 6 | Citizenship or place of organization
DELAWARE
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| Number of Shares Beneficially Owned by Each Reporting Person With: |
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| 11 | Aggregate amount beneficially owned by each reporting person
715,219.00 | ||||||||
| 12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
| ||||||||
| 13 | Percent of class represented by amount in Row (11)
3.32 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
OO |
Comment for Type of Reporting Person:
(1) The percent of class represented by the amount in Row (11) is based on 21,567,428 shares of common stock, par value $0.001 per share ("Common Stock") issued and outstanding as of March 2, 2026, which is the total number of shares outstanding as reported in the Issuer's annual report on Form 10-K filed with the SEC on March 4, 2026.
SCHEDULE 13D
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| CUSIP No. |
| 1 |
Name of reporting person
Yorktown Energy Partners IX, L.P. | ||||||||
| 2 | Check the appropriate box if a member of a Group (See Instructions)
(a)
(b) | ||||||||
| 3 | SEC use only | ||||||||
| 4 |
Source of funds (See Instructions)
OO | ||||||||
| 5 |
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
| ||||||||
| 6 | Citizenship or place of organization
DELAWARE
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 11 | Aggregate amount beneficially owned by each reporting person
1,205,087.00 | ||||||||
| 12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
| ||||||||
| 13 | Percent of class represented by amount in Row (11)
5.59 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
PN |
Comment for Type of Reporting Person:
(1) These securities are directly held by Riley Exploration Group, LLC ("REXG"). Pursuant to the terms of the Amended and Restated Limited Liability Agreement of REXG ("REXG LLC Agreement"), Yorktown Energy Partners IX, L.P. ("Yorktown IX") and Yorktown Energy Partners X, L.P. ("Yorktown X") (collectively, "Yorktown"), have the ability to elect a majority of the Board of Managers of REXG. Yorktown IX disclaims beneficial ownership of the securities owned by REXG in excess of its pecuniary interests therein.
(2) The percent of class represented by the amount in Row (11) is based on 21,567,428 shares of Common Stock issued and outstanding as of March 2, 2026, which is the total number of shares outstanding as reported in the Issuer's annual report on Form 10-K filed with the SEC on March 4, 2026.
SCHEDULE 13D
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| CUSIP No. |
| 1 |
Name of reporting person
Yorktown IX Company LP | ||||||||
| 2 | Check the appropriate box if a member of a Group (See Instructions)
(a)
(b) | ||||||||
| 3 | SEC use only | ||||||||
| 4 |
Source of funds (See Instructions)
OO | ||||||||
| 5 |
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
| ||||||||
| 6 | Citizenship or place of organization
DELAWARE
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 11 | Aggregate amount beneficially owned by each reporting person
1,205,087.00 | ||||||||
| 12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
| ||||||||
| 13 | Percent of class represented by amount in Row (11)
5.59 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
PN |
Comment for Type of Reporting Person:
(1) These securities are directly held by REXG. Pursuant to the terms of the REXG LLC Agreement, Yorktown has the ability to elect a majority of the Board of Managers of REXG. Yorktown IX Company LP is the sole general partner of Yorktown IX. As a result, Yorktown IX Company LP may be deemed to have the power to vote or direct the vote or to dispose or direct the disposition of the units of REXG owned by Yorktown IX. Yorktown IX Company LP disclaims beneficial ownership of the securities owned by REXG in excess of its pecuniary interests therein.
(2) The percent of class represented by the amount in Row (11) is based on 21,567,428 shares of Common Stock issued and outstanding as of March 2, 2026, which is the total number of shares outstanding as reported in the Issuer's annual report on Form 10-K filed with the SEC on March 4, 2026.
SCHEDULE 13D
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| CUSIP No. |
| 1 |
Name of reporting person
Yorktown IX Associates LLC | ||||||||
| 2 | Check the appropriate box if a member of a Group (See Instructions)
(a)
(b) | ||||||||
| 3 | SEC use only | ||||||||
| 4 |
Source of funds (See Instructions)
OO | ||||||||
| 5 |
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
| ||||||||
| 6 | Citizenship or place of organization
DELAWARE
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 11 | Aggregate amount beneficially owned by each reporting person
1,205,087.00 | ||||||||
| 12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
| ||||||||
| 13 | Percent of class represented by amount in Row (11)
5.59 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
OO |
Comment for Type of Reporting Person:
(1) These securities are directly held by REXG. Pursuant to the terms of the REXG LLC Agreement, Yorktown has the ability to elect a majority of the Board of Managers of REXG. Yorktown IX Company LP is the sole general partner of Yorktown IX, and Yorktown IX Associates LLC is the sole general partner of Yorktown IX Company LP. As a result, Yorktown IX Associates LLC may be deemed to have the power to vote or direct the vote or to dispose or direct the disposition of the units of REXG owned by Yorktown IX. The managers of Yorktown IX Associates LLC, who act by majority approval, are Bryan H. Lawrence, W. Howard Keenan, Jr., Peter A. Leidel, Tomas R. LaCosta, Robert A. Signorino and Bryan R. Lawrence. Yorktown IX, Yorktown IX Company LP and Yorktown IX Associates LLC disclaim beneficial ownership of the securities owned by REXG in excess of their pecuniary interests therein. The managers of Yorktown IX Associates LLC disclaim beneficial ownership of the securities owned by REXG.
(2) The percent of class represented by the amount in Row (11) is based on 21,567,428 shares of Common Stock issued and outstanding as of March 2, 2026, which is the total number of shares outstanding as reported in the Issuer's annual report on Form 10-K filed with the SEC on March 4, 2026.
SCHEDULE 13D
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| CUSIP No. |
| 1 |
Name of reporting person
Yorktown Energy Partners X, L.P. | ||||||||
| 2 | Check the appropriate box if a member of a Group (See Instructions)
(a)
(b) | ||||||||
| 3 | SEC use only | ||||||||
| 4 |
Source of funds (See Instructions)
OO | ||||||||
| 5 |
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
| ||||||||
| 6 | Citizenship or place of organization
DELAWARE
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 11 | Aggregate amount beneficially owned by each reporting person
1,611,498.00 | ||||||||
| 12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
| ||||||||
| 13 | Percent of class represented by amount in Row (11)
7.47 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
PN |
Comment for Type of Reporting Person:
(1) The securities in Rows 7 and 9 are directly held by Yorktown X.
(2) The securities in Rows 8 and 10 are directly held by REXG. Pursuant to the terms of the REXG LLC Agreement, Yorktown has the ability to elect a majority of the Board of Managers of REXG. Yorktown X disclaims beneficial ownership of the securities owned by REXG in excess of its pecuniary interests therein.
(3) The percent of class represented by the amount in Row (11) is based on 21,567,428 shares of Common Stock issued and outstanding as of March 2, 2026, which is the total number of shares outstanding as reported in the Issuer's annual report on Form 10-K filed with the SEC on March 4, 2026.
SCHEDULE 13D
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| CUSIP No. |
| 1 |
Name of reporting person
Yorktown X Company LP | ||||||||
| 2 | Check the appropriate box if a member of a Group (See Instructions)
(a)
(b) | ||||||||
| 3 | SEC use only | ||||||||
| 4 |
Source of funds (See Instructions)
OO | ||||||||
| 5 |
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
| ||||||||
| 6 | Citizenship or place of organization
DELAWARE
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 11 | Aggregate amount beneficially owned by each reporting person
1,611,498.00 | ||||||||
| 12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
| ||||||||
| 13 | Percent of class represented by amount in Row (11)
7.47 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
PN |
Comment for Type of Reporting Person:
(1) The securities in Rows 7 and 9 are held directly by Yorktown X. Yorktown X Company LP is the sole general partner of Yorktown X. As a result, Yorktown X Company LP may be deemed to have the power to vote or direct the vote or to dispose or direct the disposition of the Common Stock owned by Yorktown X. Yorktown X Company LP disclaims beneficial ownership of the securities owned by Yorktown X in excess of its pecuniary interests therein.
(2) The securities in Rows 8 and 10 are directly held by REXG. Pursuant to the terms of the REXG LLC Agreement, Yorktown has the ability to elect a majority of the Board of Managers of REXG. Yorktown X Company LP is the sole general partner of Yorktown X. As a result, Yorktown X Company LP may be deemed to have the power to vote or direct the vote or to dispose or direct the disposition of the units of REXG owned by Yorktown X. Yorktown X Company LP disclaims beneficial ownership of the securities owned by REXG in excess of its pecuniary interests therein.
(3) The percent of class represented by the amount in Row (11) is based on 21,567,428 shares of Common Stock issued and outstanding as of March 2, 2026, which is the total number of shares outstanding as reported in the Issuer's annual report on Form 10-K filed with the SEC on March 4, 2026.
SCHEDULE 13D
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| CUSIP No. |
| 1 |
Name of reporting person
Yorktown X Associates LLC | ||||||||
| 2 | Check the appropriate box if a member of a Group (See Instructions)
(a)
(b) | ||||||||
| 3 | SEC use only | ||||||||
| 4 |
Source of funds (See Instructions)
OO | ||||||||
| 5 |
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
| ||||||||
| 6 | Citizenship or place of organization
DELAWARE
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 11 | Aggregate amount beneficially owned by each reporting person
1,611,498.00 | ||||||||
| 12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
| ||||||||
| 13 | Percent of class represented by amount in Row (11)
7.47 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
OO |
Comment for Type of Reporting Person:
(1) The securities in Rows 7 and 9 are held directly by Yorktown X. Yorktown X Company LP is the sole general partner of Yorktown X, and Yorktown X Associates LLC is the sole general partner of Yorktown X Company LP. As a result, Yorktown X Associates LLC may be deemed to have the power to vote or direct the vote or to dispose or direct the disposition of the Common Stock owned by Yorktown X. The managers of Yorktown X Associates LLC, who act by majority approval, are Bryan H. Lawrence, W. Howard Keenan, Jr., Peter A. Leidel, Tomas R. LaCosta, Robert A. Signorino and Bryan R. Lawrence. Yorktown X, Yorktown X Company LP and Yorktown X Associates LLC disclaim beneficial ownership of the securities owned by Yorktown X in excess of their pecuniary interests therein. The managers of Yorktown X Associates LLC disclaim beneficial ownership of the securities owned by Yorktown X.
(2) The securities in Rows 8 and 10 are directly held by REXG. Pursuant to the terms of the REXG LLC Agreement, Yorktown has the ability to elect a majority of the Board of Managers of REXG. Yorktown X Company LP is the sole general partner of Yorktown X, and Yorktown X Associates LLC is the sole general partner of Yorktown X Company LP. As a result, Yorktown X Associates LLC may be deemed to have the power to vote or direct the vote or to dispose or direct the disposition of the units of REXG owned by Yorktown X. The managers of Yorktown X Associates LLC, who act by majority approval, are Bryan H. Lawrence, W. Howard Keenan, Jr., Peter A. Leidel, Tomas R. LaCosta, Robert A. Signorino and Bryan R. Lawrence. Yorktown X, Yorktown X Company LP and Yorktown X Associates LLC disclaim beneficial ownership of the securities owned by REXG in excess of their pecuniary interests therein. The managers of Yorktown X Associates LLC disclaim beneficial ownership of the securities owned by REXG.
(3) The percent of class represented by the amount in Row (11) is based on 21,567,428 shares of Common Stock issued and outstanding as of March 2, 2026, which is the total number of Shares outstanding as reported in the Issuer's annual report on Form 10-K filed with the SEC on March 4, 2026.
SCHEDULE 13D
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| Item 1. | Security and Issuer | |
| (a) | Title of Class of Securities:
Common Stock, par value $0.001 per share | |
| (b) | Name of Issuer:
Riley Exploration Permian, Inc. | |
| (c) | Address of Issuer's Principal Executive Offices:
29 E. RENO AVENUE, SUITE 500, OKLAHOMA CITY,
OKLAHOMA
, 73104. | |
Item 1 Comment:
This Amendment No. 6 to Schedule 13D (this "Amendment No. 6") amends the Statement on Schedule 13D filed with the SEC on March 8, 2021 (the "Original Schedule 13D"), as amended by Amendment No. 1 to the Original Schedule 13D filed with the SEC on July 30, 2021, as amended by Amendment No. 2 to the Original Schedule 13D filed with the SEC on October 18, 2021, as amended by Amendment No. 3 to the Original Schedule 13D filed with the SEC on July 19, 2023, as amended by Amendment No. 4 to the Original Schedule 13D filed with the SEC on April 10, 2024, as amended by Amendment No. 5 to the Original Schedule 13D filed with the SEC on February 19, 2026 (collectively, the "Schedule 13D"). This Amendment No. 6 amends the information disclosed in the Schedule 13D as set forth herein. Except as otherwise specified in this Amendment No. 6, all Items remain unchanged in all material respects. Capitalized terms used herein but not defined herein have the respective meanings ascribed to them in the Schedule 13D. | ||
| Item 4. | Purpose of Transaction | |
Item 4 of the Schedule 13D is hereby amended and supplemented as follows:
Pro rata in-kind distributions from Riley Exploration Group, LLC ("REXG") in the amount of 1,000,000 shares of Common Stock of the Issuer, consisting of distributions of: (i) 489,868 shares of Common Stock of the Issuer distributed to Yorktown Energy Partners IX, L.P. ("Yorktown IX"), (ii) 505,419 shares of Common Stock of the Issuer distributed to Yorktown Energy Partners X, L.P. ("Yorktown X") and 4,713 shares of Common Stock of the Issuer distributed to other investors. | ||
| Item 5. | Interest in Securities of the Issuer | |
| (a) | Item 5(a) is hereby amended and restated in its entirety by the following:
The information below is based on 21,567,428 shares of Common Stock issued and outstanding as of March 2, 2026, which is the total number of Shares outstanding as reported in the Issuer's annual report on Form 10-K filed with the SEC on March 4, 2026.
REXG beneficially owns 715,219 shares of Common Stock of the Issuer, representing 3.32% of the outstanding Common Stock of the Issuer. Each of Yorktown IX, Yorktown IX Company LP and Yorktown IX Associates LLC beneficially owns an aggregate of 1,205,087 shares of Common Stock of the Issuer, representing 5.59% of the outstanding Common Stock of the Issuer. Yorktown X, Yorktown X Company LP, and Yorktown X Associates LLC beneficially own 1,611,498 shares of Common Stock of the Issuer, representing 7.47% of the outstanding Common Stock of the Issuer. Each Reporting Person disclaims beneficial ownership of the reported Common Stock except to the extent of such Reporting Person's pecuniary interest therein, and this statement shall not be deemed an admission that such Reporting Person is the beneficial owner of the reported Common Stock for the purposes of Section 13(d) of the Exchange Act or any other purpose. The managers of Yorktown IX Associates LLC, who act by majority approval, are Bryan H. Lawrence, W. Howard Keenan, Jr., Peter A. Leidel, Tomas R. LaCosta, Robert A. Signorino and Bryan R. Lawrence. The managers of Yorktown IX Associates LLC disclaim beneficial ownership of the securities owned by REXG. The managers of Yorktown X Associates LLC, who act by majority approval, are Bryan H. Lawrence, W. Howard Keenan, Jr., Peter A. Leidel, Tomas R. LaCosta, Robert A. Signorino and Bryan R. Lawrence. The managers of Yorktown X Associates LLC disclaim beneficial ownership of the securities owned by Yorktown X and REXG. | |
| (b) | Item 5(b) is hereby amended and restated in its entirety by the following:
REXG directly owns 715,219 shares of Common Stock of the Issuer. Yorktown IX directly owns 489,868 shares of Common Stock of the Issuer. Yorktown X directly owns 896,279 shares of Common Stock of the Issuer. Yorktown IX and Yorktown X (collectively, "Yorktown") collectively own a majority interest in REXG. Pursuant to the terms of the REXG LLC Agreement Yorktown has the ability to elect a majority of the Board of Managers of REXG. As a result of this relationship, Yorktown may be deemed to beneficially own the 715,219 shares of the Issuer held by REXG. Because Yorktown IX Associates LLC is the sole general partner of Yorktown IX Company LP, the sole general partner of Yorktown IX, it may be deemed to beneficially own shares of the Issuer based on its relationship with Yorktown IX. Yorktown IX, Yorktown IX Company LP and Yorktown IX Associates LLC disclaim beneficial ownership of the shares owned by REXG except to the extent of their pecuniary interest therein. Because Yorktown X Associates LLC is the sole general partner of Yorktown X Company LP, the sole general partner of Yorktown X, it may be deemed to beneficially own shares of the Issuer based on its relationship with Yorktown X. Yorktown X, Yorktown X Company LP and Yorktown Associates LLC disclaim beneficial ownership of the shares owned by REXG except to the extent of their pecuniary interest therein and Yorktown X Company LP and Yorktown X Associates LLC disclaim beneficial ownership of the shares owned by Yorktown X except to the extent of their pecuniary interest therein. The managers of Yorktown IX Associates LLC, who act by majority approval, are Bryan H. Lawrence, W. Howard Keenan, Jr., Peter A. Leidel, Tomas R. LaCosta, Robert A. Signorino and Bryan R. Lawrence. The managers of Yorktown IX Associates LLC disclaim beneficial ownership of the securities owned by REXG. The managers of Yorktown X Associates LLC, who act by majority approval, are Bryan H. Lawrence, W. Howard Keenan, Jr., Peter A. Leidel, Tomas R. LaCosta, Robert A. Signorino and Bryan R. Lawrence. The managers of Yorktown X Associates LLC disclaim beneficial ownership of the securities owned by Yorktown X and REXG. | |
| (c) | Item 5(c) is hereby amended and restated in its entirety by the following:
Other than as disclosed in Item 4 of this Amendment No. 6, none of the Reporting Persons has effected any transactions in the Common Stock during the past 60 days. | |
| SIGNATURE | |
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
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