Prairie Operating Co. 8K

Prairie Operating Co. amended its financing agreements with Hudson Bay PH XIX LLC to reset and clarify Anniversary Warrant terms and provide for a contingent 3,000,000-share Second Penny Warrant if those warrants are not issued by August 14, 2026.

Prairie Operating Co. and Hudson Bay PH XIX LLC (High Trail) entered into a letter agreement dated August 7, 2026 that amends their prior July 22, 2026 Agreement re Certain Rights, the Partial Redemption Letter Agreement, and the underlying Securities Purchase Agreement, primarily to fix August 14, 2026 as the key measurement and issuance date for Anniversary Warrants, redefine the method for calculating the number of warrant shares based on 65% of the stated value of Series F Preferred Stock and recent VWAP trading prices, and provide that if the Anniversary Warrants are not issued by that date, Prairie must instead issue a “Second Penny Warrant” for 3,000,000 common shares that is immediately exercisable, terminates six months after all Series F Preferred shares are redeemed, and results in freely tradeable underlying shares; the agreement is conditioned on Prairie paying High Trail’s documented expenses by August 10, 2026 and obligates Prairie to promptly file a Form 8-K disclosing these terms, while reaffirming all other provisions of the existing transaction documents.

Filing Facts

CIK

1162896

Ticker

-

Form

8K

Source Type

sec

Accession

0001140361-26-031946

Alert Tier

6