01—Abstract
Summary
Summary of the 8-K filed September 16, 2025. Cited figures are marked; the original filing is the authoritative source.
On September 15, 2025, Permian Resources Corporation (NYSE: PR) announced the commencement and pricing of an underwritten secondary public offering of 46,112,899 shares of its Class A Common Stock at a price to the public of $13.53a per share.
The shares are being sold by certain affiliates of Pearl Energy Investments and Riverstone Investment Group LLC (the Selling Stockholders), with Morgan Stanley & Co. LLC, Citigroup Global Markets, Inc. and Goldman Sachs & Co. LLC serving as underwriters. The Company will not sell any shares and will not receive any proceeds from the offering. The offering is expected to close on or around September 16, 2025.
Concurrently with the closing, the Company has agreed to purchase 2,000,000 common units of Permian Resources Operating, LLC from certain Selling Stockholders at a price equal to the per-share offering price, and to cancel a corresponding number of Class C Common Stock shares held by those holders. The offering is not conditioned on this unit purchase, but the unit purchase is conditioned on the offering's completion.
The filing is a transaction-related disclosure rather than a financial results update. It states the offering was made under a registration statement that became automatically effective on November 8, 2023, and that the underwriters and their affiliates have provided and may provide financial advisory and investment banking services to the Company for customary fees.
02—Key points
Key Highlights
- Secondary offering of 46,112,899 shares of Class A Common Stock priced at $13.53 per share
- Shares are being sold entirely by Selling Stockholders, affiliates of Pearl Energy Investments and Riverstone Investment Group LLC
- Permian Resources will not receive any proceeds from the offering
- Concurrent purchase of 2,000,000 Permian Resources Operating, LLC units from certain Selling Stockholders, with a corresponding cancellation of Class C Common Stock
- Offering expected to close on or around September 16, 2025, subject to customary closing conditions
- Underwriters are Morgan Stanley & Co. LLC, Citigroup Global Markets, Inc. and Goldman Sachs & Co. LLC
- Offering made under a shelf registration statement that became automatically effective upon filing on November 8, 2023
03—Questions
Frequently Asked Questions
Will Permian Resources receive any cash from the offering?
No. The filing states the Company will not sell any shares of Class A Common Stock in the offering and will not receive any proceeds from the sale of shares by the Selling Stockholders.
What is the offering price and how many shares are being sold?
The underwriters agreed to purchase an aggregate 46,112,899 shares of Class A Common Stock at a price to the public of $13.53 per share.
What is the concurrent unit purchase?
The Company has agreed to buy 2,000,000 common units of Permian Resources Operating, LLC from certain Selling Stockholders at a price per unit equal to the offering price per share, and to cancel an equal number of Class C Common Stock shares held by those stockholders. The offering does not depend on this purchase, but the purchase depends on the offering closing.
When is the offering expected to close?
The offering is expected to close on or around September 16, 2025, subject to the satisfaction of customary closing conditions.
Who is selling the shares in this offering?
The Selling Stockholders are certain affiliates of Pearl Energy Investments and Riverstone Investment Group LLC.
04—Continue