SEC Form 4 · accession 0001140361-26-029460
Prairie Operating Co. · PROP
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Michael James Shelly
Officer — Executive Vice President & CFO
Period of report
Jul 21, 2026
Accepted (ET)
Jul 23, 2026 · 6:25 pm EDT
Rule 10b5-1 plan
box not checked
Issuer CIK
0001162896
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Jul 21, 2026 | A | 840,000 | $0.00 | A | 840,000 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Performance UnitsF2 | — | Jul 23, 2026 | A | 560,000 | A | — | — | Common Stock | 560,000 | 560,000 | D |
Explanation of responses
- F1Represents restricted stock units ("RSUs") granted under the 2024 Amended & Restated Prairie Operating Co. Long-Term Incentive Plan (as amended, the "LTIP"). Each RSU represents a contingent right to receive, upon vesting, one share of common stock, par value $0.01 per share ("Common Stock"), of Prairie Operating Co. (the "Issuer"). The 840,000 RSUs reported on this Form 4 will vest ratably in three annual installments beginning on June 23, 2027.
- F2Represents an award of performance units representing a contingent right to receive one share of Common Stock of the Issuer per performance unit. Between 50% and 200% of the target number of performance units granted, which were granted under the LTIP, are eligible to vest during a performance period beginning on June 23, 2026 and ending on June 30, 2029 based on continued employment and the Issuer's relative total shareholder return in comparison to the total shareholder return performance among the Peer Companies (as defined in the award agreement).