HighPeak Energy, Inc 10-Q for FY2026 Q3

HighPeak Energy, Inc. (HPK)

10-Q 2026-11-09 For: 2026-09-30

Added on November 09, 2026

About this 10-Q

HighPeak Energy, Inc filed this 10-Q on November 9, 2026, covering the quarter ended September 30, 2026 (FY2026 Q3).

Headline figures

Quarter ended September 30, 2026, as reported in this filing, compared with the same period a year earlier where the filing states it.

Revenue: $256.82M; up 23.0% from $208.74M a year earlier
Net loss: $55.68M; compared with a net loss of $18.34M a year earlier
Diluted EPS: -$0.44; compared with -$0.15 a year earlier

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Delaware	84-3533602
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)

421 W. 3rd St., Suite 1000	76102
Fort Worth, Texas	(Zip Code)
(Address of principal executive offices and zip code)

Large accelerated filer	☐	Accelerated filer	☒
Non-accelerated filer	☐	Smaller reporting company	☐
		Emerging growth company	☐

		Page
Definitions of Certain Terms and Conventions Used Herein		1
Cautionary Statement Concerning Forward-Looking Statements		5
PART I. FINANCIAL INFORMATION
Item 1.	Condensed Consolidated Financial Statements (Unaudited)	6
	Condensed Consolidated Balance Sheets	6
	Condensed Consolidated Statements of Operations	7
	Condensed Consolidated Statements of Changes in Stockholders’ Equity	8
	Condensed Consolidated Statements of Cash Flows	9
	Notes to Condensed Consolidated Financial Statements	10
Item 2.	Management's Discussion and Analysis of Financial Condition and Results of Operations	28
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	40
Item 4.	Controls and Procedures	41
PART II. OTHER INFORMATION
Item 1.	Legal Proceedings	41
Item 1A.	Risk Factors	41
Item 5.	Other Information	43
Item 6.	Exhibits	43
Signatures		44

	•	“3-D seismic” means three-dimensional seismic data which is geophysical data that depicts the subsurface strata in three dimensions. 3-D seismic data typically provides a more detailed and accurate interpretation of the subsurface strata than two-dimensional data.
	•	“ASC” means Accounting Standards Codification.
	•	“ASU” means Accounting Standards Update.
	•	“Basin” means a large natural depression on the earth’s surface in which sediments generally brought by water accumulate.
	•	“Bbl” means a standard barrel containing 42 United States gallons.
	•	“Bcf” means one billion cubic feet.
	•	“Boe” means a barrel of crude oil equivalent and is a standard convention used to express crude oil and natural gas volumes on a comparable crude oil equivalent basis. Natural gas equivalents are determined under the relative energy content method by using the ratio of six thousand cubic feet of natural gas to one Bbl of crude oil or NGL.
	•	“Boepd” means Boe per day.
	•	“Bopd” means one barrel of crude oil per day.
	•	“Btu” means British thermal unit, which is a measure of the amount of energy required to raise the temperature of one pound of water one degree Fahrenheit.
	•	“Collateral Agency Agreement” means the Company’s Collateral Agency Agreement, dated as of September 12, 2023, by and among HighPeak Energy, Inc., Texas Capital Bank, as collateral agent, Chambers Energy Management, LP, as term representative, Mercuria Energy Trading SA, as first-out representative prior to giving effect to that certain Collateral Agency Joinder – Additional First-Out Debt, dated as of November 1, 2023, and Fifth Third Bank, National Association as first-out representative after giving effect to that certain Collateral Agency Joinder – Additional First-Out Debt, dated as of November 1, 2023.
	•	“common stock” or “*HighPeak Energy common stock*” means the Company’s common stock, par value $0.0001 per share.
	•	“Completion” The process of treating a drilled well followed by the installation of permanent equipment for the production of crude oil and natural gas, or in the case of a dry hole, the reporting of abandonment to the appropriate agency.
	•	“Credit Agreement” means the Term Loan Credit Agreement and the Senior Credit Facility Agreement.
	•	“DD&A” means depletion, depreciation and amortization.
	•	“Development costs” Costs incurred to obtain access to proved reserves and to provide facilities for extracting, treating, gathering and storing the crude oil and natural gas. For a complete definition of development costs, refer to the SEC’s Regulation S-X, Rule 4-10(a)(7).
	•	“Development project” A development project is the means by which petroleum resources are brought to the status of economically producible. As examples, the development of a single reservoir or field, an incremental development in a producing field or the integrated development of a group of several fields and associated facilities with a common ownership may constitute a development project.
	•	“Development well” A well drilled within the proved area of a crude oil or natural gas reservoir to the depth of a stratigraphic horizon known to be productive.
	•	“Differential” An adjustment to the price of crude oil, NGL or natural gas from an established spot market price to reflect differences in the quality and/or location of crude oil, NGL or natural gas.
	•	“Dry hole” or “*dry well*” A well found to be incapable of producing hydrocarbons in sufficient quantities such that proceeds from the sale of such production exceed production expenses and taxes.
	•	“Economically producible” The term economically producible, as it relates to a resource, means a resource which generates revenue that exceeds, or is reasonably expected to exceed, the costs of the operation.
	•	“EUR” or “*Estimated ultimate recovery*” The sum of reserves remaining as of a given date and cumulative production as of that date.
	•	“Exploratory well” An exploratory well is a well drilled to find a new field, to find a new reservoir in a field previously found to be productive of crude oil or natural gas in another reservoir. Generally, an exploratory well is any well that is not a development well, an extension well, a service well or a stratigraphic test well as those items are defined by the SEC.

	•	“Extension well” An extension well is a well drilled to extend the limits of a known reservoir.
	•	“FASB” Financial Accounting Standards Board.
	•	“Field” An area consisting of a single reservoir or multiple reservoirs all grouped on, or related to, the same individual geological structural feature or stratigraphic condition. The field name refers to the surface area, although it may refer to both the surface and the underground productive formations.
	•	“First Facility Amendment” means the First Amendment to Senior Credit Facility Agreement, dated March 29, 2024, by and among HighPeak Energy, Inc., as borrower, Fifth Third Bank, National Association, as administrative agent, the guarantors party thereto and the lenders party thereto.
	•	“First Term Loan Amendment” means the First Amendment to Term Loan Credit Agreement, dated August 1, 2025, by and among HighPeak Energy, Inc., as borrower, Texas Capital Bank, as administrative agent, Chambers Energy Management, LP, as collateral agent, and the lenders from time-to-time party thereto.
	•	“Formation” A layer of rock which has distinct characteristics that differs from nearby rocks.
	•	“Fourth Facility Amendment” means the Fourth Amendment to Senior Credit Facility Agreement, dated June 30, 2026, by and between HighPeak Energy, Inc., as borrower, Fifth Third Bank, National Association, as administrative agent, the guarantors party thereto and the lenders party thereto.
	•	“GAAP” means accounting principles generally accepted in the United States of America.
	•	“Gross wells” means the total wells in which a working interest is owned.
	•	“Held by production” Acreage covered by a mineral lease that perpetuates a company’s right to operate a property as long as the property produces a minimum paying quantity of crude oil or natural gas.
	•	“HH” means Henry Hub, a distribution hub in Louisiana that serves as the delivery location for natural gas futures contracts on the NYMEX.
	•	“HighPeak Energy” or the “*Company*” means HighPeak Energy, Inc. and its subsidiaries.
	•	“HighPeak I” means HighPeak Energy, LP, a Delaware limited partnership, and a wholly owned subsidiary of HighPeak Energy Partners, LP, a Delaware limited partnership.
	•	“HighPeak II” means HighPeak Energy II, LP, a Delaware limited partnership, and a wholly owned subsidiary of HighPeak Energy Partners II, LP, a Delaware limited partnership.
	•	“Horizontal drilling” A drilling technique used in certain formations where a well is drilled vertically to a certain depth and then drilled at a right angle within a specified interval.
	•	“HPK Contributors” means HighPeak I, HighPeak II and HPK GP.
	•	“HPK GP” means HighPeak Energy, LLC, a Delaware limited liability company.
	•	“Hydraulic fracturing” is the technique of stimulating the production of hydrocarbons from tight formations. The Company routinely utilizes hydraulic fracturing techniques in its drilling and completion programs. The process involves the injection of water, sand, and chemicals under pressure into the formation to fracture the surrounding rock and stimulate production.
	•	“Lease operating expenses” The expenses of lifting crude oil or natural gas from a producing formation to the surface, constituting part of the current operating expenses of a working interest including labor, superintendence, supplies, repairs, short-lived assets, maintenance, allocated overhead costs, workover, insurance and other expenses incidental to production, but excluding lease acquisition or drilling or completion expenses.
	•	“MBbl” means one thousand Bbls.
	•	“MBoe” means one thousand Boes.
	•	“Mcf” means one thousand cubic feet and is a measure of natural gas volume.
	•	“MMBbl” means one million Bbls.
	•	“MMBtu” means one million Btus.
	•	“MMcf” means one million cubic feet and is a measure of natural gas volume.
	•	“Net acres” The percentage of total acres an owner has out of a particular number of gross acres or a specified tract. As an example, an owner who has 50% interest in 100 gross acres owns 50 net acres.
	•	“Net production” Production that is owned by us, less royalties and production due others.
	•	“NGL” means natural gas liquids, which are the heavier hydrocarbon liquids that are separated from the natural gas stream; such liquids include ethane, propane, isobutane, normal butane and gasoline.
	•	“NYMEX” means the New York Mercantile Exchange.
	•	“OPEC” means the Organization of Petroleum Exporting Countries.
	•	“Operator” The individual or company responsible for the exploration and/or production of a crude oil or natural gas well or lease.
	•	“Plugging” A downhole tool that is set inside the casing to isolate the lower part of the wellbore.
	•	“Pooling” The bringing together of small tracts or fractional mineral interests in one or more tracts to form a drilling and production unit for a well under applicable spacing rules.
	•	“Principal Stockholder Group” means HighPeak Pure Acquisition, LLC, a Delaware limited liability company, and a wholly owned subsidiary of HighPeak Energy, LP and the HPK Contributors and each of their respective affiliates and certain permitted transferees, collectively.
	•	“Production costs” Costs incurred to operate and maintain wells and related equipment and facilities, including depreciation and applicable operating costs of support equipment and facilities and other costs of operating and maintaining those wells and related equipment and facilities. For a complete definition of production costs, refer to the SEC’s Regulation S-X, Rule 4-10(a)(20).
	•	“Productive well” A well that is found to be capable of producing hydrocarbons in sufficient quantities such that proceeds from the sale of the production exceed production expenses and taxes.

	•	“Proration unit” A unit that can be effectively and efficiently drained by one well, as allocated by a governmental agency having regulatory jurisdiction.
	•	“Prospect” A specific geographic area which, based on supporting geological, geophysical or other data and also preliminary economic analysis using reasonably anticipated prices and costs, is deemed to have potential for the discovery of commercial hydrocarbons.
	•	“Proved developed nonproducing reserves” or “*PDNP*” means proved reserves that are developed nonproducing reserves.
	•	“Proved developed producing reserves” or “*PDP*” means proved reserves that are developed producing reserves.
	•	“Proved developed reserves” means proved reserves that can be expected to be recovered through existing wells with existing equipment and operating methods and can be expected to be recovered through extraction technology installed and operational at the time of the reserve estimate and can be subdivided into PDP and PDNP reserves.
	•	“Proved reserves” Those quantities of crude oil and natural gas, which, by analysis of geosciences and engineering data, can be estimated with reasonable certainty to be economically producible – from a given date forward, from known reservoirs, and under existing economic conditions, operating methods, and government regulations – prior to the time at which contracts providing the right to operate expire, unless evidence indicates that renewal is reasonably certain, regardless of whether deterministic or probabilistic methods are used for the estimation. The project to extract the hydrocarbons must have commenced or the operator must be reasonably certain that it will commence the project within a reasonable time.
		(i) The area of the reservoir considered as proved includes: (A) the area identified by drilling and limited by fluid contacts, if any, and (B) adjacent undrilled portions of the reservoir that can, with reasonable certainty, be judged to be continuous with it and to contain economically producible crude oil or natural gas on the basis of available geoscience and engineering data.
		(ii) In the absence of data on fluid contacts, proved quantities in a reservoir are limited by the lowest known hydrocarbons as seen in a well penetration unless geoscience, engineering or performance data and reliable technology establishes a lower contact with reasonable certainty.
		(iii) Where direct observation from well penetrations has defined a highest known crude oil elevation and the potential exists for an associated natural gas cap, proved crude oil reserves may be assigned in the structurally higher portions of the reservoir only if geoscience, engineering or performance data and reliable technology establish the higher contact with reasonable certainty.
		(iv) Reserves which can be produced economically through application of improved recovery techniques (including, but not limited to, fluid injection) are included in the proved classification when: (A) successful testing by a pilot project in an area of the reservoir with properties no more favorable than in the reservoir as a whole, the operation of an installed program in the reservoir or an analogous reservoir, or other evidence using reliable technology establishes the reasonable certainty of the engineering analysis on which the project or program was based; and (B) the project has been approved for development by all necessary parties and entities, including governmental entities.
		(v) Existing economic conditions include prices and costs at which economic producibility from a reservoir is to be determined. The price shall be the average during the 12-month period prior to the ending date of the period covered by the report, determined as an unweighted arithmetic average of the first-day-of-the-month price for each month within such period, unless prices are defined by contractual arrangements, excluding escalations based upon future conditions.
	•	“Proved undeveloped reserves” or “*PUD*” means proved reserves that are expected to be recovered from new wells on undrilled acreage or from existing wells where a relatively major expenditure is required for completion. Undrilled locations can be classified as PUDs only if a development plan has been adopted indicating that such locations are scheduled to be drilled within five (5) years, unless specific circumstances justify a longer time.
	•	“PV-10” When used with respect to crude oil and natural gas reserves, PV-10 means the estimated future gross revenue to be generated from the production of proved reserves, net of estimated production and future development and abandonment costs, using prices and costs in effect at the determination date, before income taxes, and without giving effect to non-property related expenses, discounted to a present value using an annual discount rate of 10%. PV-10 is not a financial measure calculated in accordance with GAAP and generally differs from standardized measure, the most directly comparable GAAP financial measure, because it does not include the effects of income taxes on future net revenues. Neither PV-10 nor standardized measure represents an estimate of the fair market value of our crude oil and natural gas properties. We and others in the industry use PV-10 as a measure to compare the relative size and value of proved reserves held by companies without regard to the specific tax characteristics of such entities.
	•	“Realized price” The cash market price less all expected quality, transportation and demand adjustments.
	•	“Recompletion” The process of re-entering an existing wellbore that is either producing or not producing and completing new reservoirs or enhancing existing reservoirs in an attempt to establish or increase existing production.
	•	“Reserves” Reserves are estimated remaining quantities of crude oil and natural gas and related substances anticipated to be economically producible, as of a given date, by application of development projects to known accumulations. In addition, there must exist, or there must be a reasonable expectation that there will exist, the legal right to produce or a revenue interest in the production, installed means of delivering crude oil and natural gas or related substances to market, and all permits and financing required to implement the project.
	•	“Reservoir” A porous and permeable underground formation containing a natural accumulation of producible crude oil and/or natural gas that is confined by impermeable rock or water barriers and is separate from other reservoirs.

	•	“Resources” Quantities of crude oil and natural gas estimated to exist in naturally occurring accumulations. A portion of the resources may be estimated to be recoverable, and another portion may be considered unrecoverable. Resources include both discovered and undiscovered accumulations.
	•	“Royalty” An interest in a crude oil and natural gas lease that gives the owner the right to receive a portion of the production from the leased acreage (or of the proceeds from the sale thereof) but does not require the owner to pay any portion of the production or development costs on the leased acreage. Royalties may be either landowner’s royalties, which are reserved by the owner of the leased acreage at the time the lease is granted, or overriding royalties, which are usually reserved by an owner of the leasehold in connection with a transfer to a subsequent owner.
	•	“SEC” means the United States Securities and Exchange Commission.
	•	“Second Facility Amendment” means the Second Amendment to Senior Credit Facility Agreement, dated August 1, 2025, by and among HighPeak Energy, Inc., as borrower, Fifth Third Bank, National Association, as administrative agent, the guarantors party thereto and the lenders party thereto.
	•	“Second Term Loan Amendment” means the Second Amendment to the Term Loan Credit Agreement, dated March 5, 2026, by and among HighPeak Energy, Inc., as borrower, Texas Capital Bank, as administrative agent, Chambers Energy Management, LP, as collateral agent, and the lenders from time-to-time party thereto.
	•	“Senior Credit Facility Agreement” means the Company’s Credit Agreement, dated as of November 1, 2023, among HighPeak Energy, Inc., as Borrower, Fifth Third Bank, National Association, as administrative agent and collateral agent, and the lenders party thereto.
	•	“Service well” A well drilled or completed for the purpose of supporting production in an existing field. Specific purposes of service wells include natural gas injection, water injection, steam injection, air injection, salt-water disposal, water supply for injection, observation, or injection for in-situ combustion.
	•	“Spacing” The distance between wells producing from the same reservoir. Spacing is often expressed in terms of acres, e.g., 100-acre spacing, the distance between horizontal wellbores, e.g., 880-foot spacing or the number of wells per section, e.g., 6-well spacing. It is often established by regulatory agencies and/or the operator to optimize recovery of hydrocarbons.
	•	“Spot market price” The cash market price without reduction for expected quality, transportation and demand adjustments.
	•	“Standardized measure” The present value (discounted at an annual rate of 10 percent) of estimated future net revenues to be generated from the production of proved reserves net of estimated income taxes associated with such net revenues, as determined in accordance with FASB guidelines as well as the rules and regulations of the SEC, without giving effect to non-property related expenses such as indirect general and administrative expenses, and debt service or to DD&A. Standardized measure does not give effect to derivative transactions.
	•	“Stratigraphic test well” A drilling effort, geologically directed, to obtain information pertaining to a specific geologic condition. Such wells customarily are drilled without the intent of being completed for hydrocarbon production. The classification also includes tests identified as core tests and all types of expendable holes related to hydrocarbon exploration. Stratigraphic tests are classified as “exploratory type” if not drilled in a known area or “development type” if drilled in a known area.
	•	“Term Loan Credit Agreement” means the Company’s Term Loan Credit Agreement, dated as of September 12, 2023, by and between HighPeak Energy, Inc., as borrower, Texas Capital Bank, as administrative agent, Chambers Energy Management, LP, as collateral agent, and the lenders from time-to-time party thereto.
	•	“Third Facility Amendment” means the Third Amendment to Senior Credit Facility Agreement, dated March 5, 2026, by and between HighPeak Energy, Inc., as borrower, Fifth Third Bank, National Association, as administrative agent, the guarantors party thereto and the lenders party thereto.
	•	“Third Term Loan Amendment” means the Third Amendment to the Term Loan Credit Agreement, dated June 25, 2026, by and among HighPeak Energy, Inc., as borrower, Texas Capital Bank, as administrative agent, Chambers Energy Management, LP, as collateral agent, and certain lenders party thereto.
	•	“Undeveloped acreage” Lease acreage on which wells have not been drilled or completed to a point that would permit the production of commercial quantities of crude oil and natural gas regardless of whether such acreage contains proved reserves.
	•	“Unit” The joining of all or substantially all interests in a reservoir or field, rather than a single tract, to provide for development and operation without regard to separate property interests. Also, the area covered by a unitization agreement.
	•	“U.S.” means the United States.
	•	“Warrants” means warrants to purchase one share of HighPeak Energy common stock at a price of $11.50 per share, which expired on August 21, 2025.
	•	“Wellbore” The hole drilled by the bit that is equipped for crude oil and natural gas production on a completed well. Also called well or borehole.
	•	“Working interest” The right granted to the lessee of a property to explore for and to produce and own crude oil, natural gas or other minerals. The working interest owners bear the exploration, development and operating costs on either a cash, penalty or carried basis.
	•	“Workover” Operations on a producing well to restore or increase production.
	•	“WTI” means West Texas Intermediate, a light sweet blend of crude oil produced from fields in western Texas and is a grade of crude oil used as a benchmark in crude oil pricing.
	•	With respect to information on the working interest in wells and acreage, “*net” wells and acres are determined by multiplying “gross*” wells and acres by the Company’s working interest in such wells or acres. Unless otherwise specified, wells and acreage statistics quoted herein represent gross wells or acres.
	•	All currency amounts are expressed in U.S. dollars.

	●	the supply and demand for and market prices of crude oil, NGL, natural gas and other products or services, and the associated impact of our hedging policies relating thereto;
	●	our ability to complete the Investment (as defined herein) and the related debt refinancing transactions on the terms currently contemplated for all;
	●	inflation rates and the impacts of associated monetary policy responses, including increased or decreased interest rates and resulting pressures on economic growth, U.S. trade policy and the imposition of and changes to tariffs;
	●	political instability or armed conflict in crude oil or natural gas producing regions, such as the conflict in Iran, the ongoing war between Russia and Ukraine, other conflicts in the Middle East and developments in Venezuela;
	●	volatility in the political, legal and regulatory environments, including the effects of a prolonged U.S. government shutdown;
	●	political and regulatory uncertainties;
	●	our liquidity, cash flow and access to capital, including our ability to access such markets on attractive terms or at all, and related risks such as general credit, liquidity, market and interest-rate risks;
	●	the availability of capital resources;
	●	our ability to maintain compliance with the covenants in our debt agreements (or to seek waivers or modifications thereunder) and refinance or pay, when due, the principal of, interest or other amounts due in respect of our indebtedness;
	●	production and reserve levels;
	●	drilling and completion risks;
	●	economic and competitive conditions;
	●	the impacts of revising our drilling plan during the year transitioning to an increased or decreased rig count from time to time;
	●	severe weather conditions;
	●	epidemics or pandemics, including the effects of related public health concerns and the impact of continued actions taken by governmental authorities and other third parties in response to pandemics and their impact on commodity prices, supply and demand considerations, and storage capacity;
	●	the availability of goods and services and supply chain issues;
	●	regulatory and related policy actions intended by federal, state and/or local governments to reduce fossil fuel use and associated carbon emissions, to drive the substitution of renewable forms of energy for crude oil and natural gas, which may over time reduce demand for crude oil, NGL and natural gas;
	●	our ability to predict and manage the effects of actions of OPEC and its non-OPEC allies, known collectively as OPEC+, and agreements to set and maintain production levels;
	●	cyber-attacks;
	●	occurrence of property acquisitions or divestitures;
	●	the integration of acquisitions; and
	●	other factors disclosed under “Part I, Items 1 and 2. Business and Properties,” “Part I, Item 1A. Risk Factors,” “Part II, Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations” and “Part II, Item 7A. Quantitative and Qualitative Disclosures about Market Risk,” included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2025 filed with the SEC on March 11, 2026 (“Annual Report”), and under “Part I, Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations,” “Part II, Item 1A. Risk Factors” and “Part I, Item 3. Quantitative and Qualitative Disclosures about Market Risk,” included in each of our Quarterly Reports on Form 10-Q for the quarter ended March 31, 2026 filed with the SEC on May 6, 2026, Form 10-Q for the quarter ended June 30, 2026 filed with the SEC on August 10, 2026 and this Quarterly Report.

	September 30, 2026			December 31, 2025
	(Unaudited)
ASSETS
Current assets:
Cash and cash equivalents	$	117,417		$	162,075
Accounts receivable		109,617			55,546
Derivative instruments		14,826			29,574
Inventory		4,148			7,648
Prepaid expenses		3,005			5,054
Total current assets		249,013			259,897
Crude oil and natural gas properties, using the successful efforts method of accounting:
Proved properties		4,731,363			4,477,368
Unproved properties		51,501			59,285
Accumulated depletion, depreciation and amortization		(1,933,671	)		(1,606,217	)
Total crude oil and natural gas properties, net		2,849,193			2,930,436
Other property and equipment, net		3,240			3,012
Derivative instruments		1,652			4,197
Other noncurrent assets		14,900			16,172
Total assets	$	3,117,998		$	3,213,714
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities:
Current maturities of long-term debt	$	120,000		$	60,000
Derivative instruments		92,841			380
Accounts payable – trade		40,994			84,313
Revenues and royalties payable		29,282			30,665
Accrued capital expenditures		22,551			30,921
Other accrued liabilities		19,229			20,927
Derivative settlements payable		15,626			—
Advances from joint interest owners		1,993			2,205
Operating leases		552			845
Total current liabilities		343,068			230,256
Noncurrent liabilities:
Long-term debt, net		1,040,276			1,132,807
Deferred income taxes		213,009			239,636
Asset retirement obligations		17,061			15,944
Derivative instruments		8,205			360
Operating leases		53			142
Commitments and contingencies (Note 10)
Stockholders’ equity:
Preferred stock, $0.0001 par value, 10,000,000 shares authorized, none issued and outstanding at September 30, 2026 and December 31, 2025		—			—
Common stock, $0.0001 par value, 600,000,000 shares authorized, 126,452,804 and 125,330,104 shares issued and outstanding at September 30, 2026 and December 31, 2025, respectively		13			13
Additional paid-in capital		1,164,615			1,162,007
Retained earnings		331,698			432,549
Total stockholders’ equity		1,496,326			1,594,569
Total liabilities and stockholders’ equity	$	3,117,998		$	3,213,714

	Three Months Ended September 30,						Nine Months Ended September 30,
	2026			2025			2026			2025
Operating revenues:
Crude oil sales	$	235,758		$	190,773		$	695,274		$	633,920
NGL and natural gas sales		21,062			17,964			49,850			63,600
Total operating revenues		256,820			208,737			745,124			697,520
Operating costs and expenses:
Crude oil and natural gas production		35,020			33,312			97,185			102,600
Gathering, processing and transportation		17,460			19,875			52,427			50,810
Production and ad valorem taxes		13,153			10,016			38,307			37,559
Exploration and abandonments		10,958			2,278			16,144			3,651
Depletion, depreciation and amortization		101,235			100,636			327,678			311,187
Accretion of discount		307			285			904			785
General and administrative		6,058			9,329			18,807			21,345
Stock-based compensation		875			177			2,608			442
Total operating costs and expenses		185,066			175,908			554,060			528,379
Other expense		37			222			3,087			2,711
Income from operations		71,717			32,607			187,977			166,430
Interest and other income		1,190			1,165			3,171			2,336
Interest expense		(36,484	)		(37,150	)		(107,500	)		(110,550	)
(Loss) gain on derivative instruments, net		(107,525	)		6,913			(211,126	)		25,432
Loss on extinguishment of debt		—			(25,437	)		—			(25,437	)
(Loss) income before income taxes		(71,102	)		(21,902	)		(127,478	)		58,211
Provision for income taxes		(15,424	)		(3,567	)		(26,627	)		14,035
Net (loss) income	$	(55,678	)	$	(18,335	)	$	(100,851	)	$	44,176
(Losses) earnings per share:
Basic net income (loss)	$	(0.44	)	$	(0.15	)	$	(0.80	)	$	0.32
Diluted net income (loss)	$	(0.44	)	$	(0.15	)	$	(0.80	)	$	0.32

Weighted average shares outstanding:
Basic		125,330			124,807			125,290			124,807
Diluted		125,330			124,807			125,290			125,587

Dividends declared per share	$	—		$	0.04		$	—		$	0.12

Three and Nine Months Ended September 30, 2026
	Shares Outstanding		Common Stock		Additional Paid-in- Capital		Retained Earnings			Total Stockholders' Equity
Balance, December 31, 2025		125,330	$	13	$	1,162,007	$	432,549		$	1,594,569
Stock-based compensation costs:
Restricted shares issued to employees		1,028		—		—		—			—
Compensation costs included in net income		—		—		865		—			865
Net loss		—		—		—		(127,448	)		(127,448	)
Balance, March 31, 2026		126,358		13		1,162,872		305,101			1,467,986
Stock-based compensation costs:
Restricted shares issued to outside directors		95		—		—		—			—
Compensation costs included in net income		—		—		868		—			868
Net income		—		—		—		82,275			82,275
Balance, June 30, 2026		126,453		13		1,163,740		387,376			1,551,129
Stock-based compensation costs:
Compensation costs included in net income		—		—		875		—			875
Net loss		—		—		—		(55,678	)		(55,678	)
Balance, September 30, 2026		126,453	$	13	$	1,164,615	$	331,698		$	1,496,326

	Nine Months Ended September 30,
	2026			2025
CASH FLOWS FROM OPERATING ACTIVITIES:
Net (loss) income	$	(100,851	)	$	44,176
Adjustments to reconcile net (loss) income to net cash provided by operations:
Provision for deferred income taxes		(26,627	)		14,071
Loss on extinguishment of debt		—			25,437
Loss (gain) on derivative instruments, net		211,126			(25,432	)
Cash (paid) received on settlement of derivative instruments		(93,527	)		7,988
Amortization of debt issuance costs		3,618			5,215
Amortization of discounts on long-term debt		—			5,714
Stock-based compensation expense		2,608			442
Accretion expense		904			785
Depletion, depreciation and amortization expense		327,678			311,187
Exploration and abandonment expense		15,371			2,874
Changes in operating assets and liabilities:
Accounts receivable		(54,072	)		30,686
Prepaid expenses, inventory and other assets		5,534			3,334
Accounts payable, accrued liabilities and other current liabilities		(1,626	)		(7,973	)
Net cash provided by operating activities		290,136			418,504
CASH FLOWS FROM INVESTING ACTIVITIES:
Additions to crude oil and natural gas properties		(257,569	)		(394,395	)
Changes in working capital associated with oil and gas property additions		(36,824	)		(28,473	)
Acquisitions of crude oil and natural gas properties		(3,801	)		(4,475	)
Proceeds from sales of properties		18			570
Other property additions		(469	)		(31	)
Net cash used in investing activities		(298,645	)		(426,804	)
CASH FLOWS FROM FINANCING ACTIVITIES:
Repayments under Term Loan Credit Agreement		(30,000	)		(60,000	)
Debt issuance costs		(6,149	)		(7,700	)
Borrowings under Term Loan Credit Agreement		—			180,000
Borrowings under Senior Credit Facility Agreement		—			30,000
Repayments under Senior Credit Facility Agreement		—			(30,000	)
Dividends paid		—			(15,545	)
Premium on extinguishment of debt		—			(4,750	)
Cash paid for tax withholding on vested equity awards		—			(3,849	)
Dividend equivalents paid		—			(1,593	)
Proceeds received from exercise of warrants		—			1
Net cash used in financing activities		(36,149	)		86,564
Net (decrease) increase in cash and cash equivalents		(44,658	)		78,264
Cash and cash equivalents, beginning of period		162,075			86,649
Cash and cash equivalents, end of period	$	117,417		$	164,913
Supplemental cash flow information:
Cash paid for interest	$	103,683		$	99,621
Cash (received from) paid for income taxes	$	(242	)	$	465
Supplemental disclosure of non-cash transactions:
Additions to asset retirement obligations	$	736		$	2,747

	September 30, 2026		December 31, 2025
Land	$	1,851	$	1,869
Transportation equipment		685		411
Buildings		492		502
Leasehold improvements		166		177
Field equipment		46		52
Furniture and fixtures		—		1
Total other property and equipment, net	$	3,240	$	3,012

	⁽¹⁾	Interest expense, net included in segment net income includes interest expense and loss on extinguishment of debt, if any, partially offset by interest income.
	⁽²⁾	Other segment items included in segment net income are exploration and abandonment expense, accretion of discount, other expense and gains and losses on derivative instruments.

	As of September 30, 2026
	(Level 1)		(Level 2)			(Level 3)		Total Gross Fair Value
Assets:
Commodity price derivatives – current	$	—	$	14,826		$	—	$	14,826
Commodity price derivatives – noncurrent		—		1,652			—		1,652
Total assets		—		16,478			—		16,478
Liabilities:
Commodity price derivatives – current		—		92,841			—		92,841
Commodity price derivatives – noncurrent		—		8,205			—		8,205
Total liabilities		—		101,046			—		101,046
Total recurring fair value measurements, net	$	—	$	(84,568	)	$	—	$	(84,568	)

Settlement Month	Settlement Year	Type of Contract	Bbls Per Day		Index	Swap Price per Bbl		Costless Collar Floor Price per Bbl		Costless Collar Ceiling Price per Bbl
Crude Oil:
Oct – Dec	2026	Costless Collar		10,800	WTI Cushing	$	—	$	61.67	$	68.52
Oct – Dec	2026	Swap		9,000	WTI Cushing	$	74.01	$	—	$	—
Oct – Dec	2026	Roll Swap		25,000	NYMEX WTI Roll	$	4.23	$	—	$	—
Oct – Dec	2026	Basis Swap		23,000	Argus WTI Midland	$	1.37	$	—	$	—
Jan – Mar	2027	Costless Collar		8,900	WTI Cushing	$	—	$	59.78	$	65.24
Jan – Mar	2027	Swap		5,900	WTI Cushing	$	65.61	$	—	$	—
Jan – Mar	2027	Basis Swap		16,000	Argus WTI Midland	$	1.11	$	—	$	—
Apr – Jun	2027	Costless Collar		4,000	WTI Cushing	$	—	$	52.00	$	62.85
Apr – Jun	2027	Swap		9,470	WTI Cushing	$	64.64	$	—	$	—
Apr – Jun	2027	Basis Swap		16,000	Argus WTI Midland	$	1.11	$	—	$	—
Jul – Sep	2027	Swap		11,950	WTI Cushing	$	64.98	$	—	$	—
Jul – Sep	2027	Basis Swap		16,000	Argus WTI Midland	$	1.11	$	—	$	—
Oct – Dec	2027	Swap		11,200	WTI Cushing	$	71.86	$	—	$	—
Oct – Dec	2027	Basis Swap		16,000	Argus WTI Midland	$	1.11	$	—	$	—
Jan – Mar	2028	Swap		10,000	WTI Cushing	$	70.66	$	—	$	—

Settlement Month	Settlement Year	Type of Contract	MMBtu Per Day		Index	Price per MMBtu
Natural Gas:
Oct – Dec	2026	Swap		35,000	HH	$	4.131
Oct – Dec	2026	Basis Swap		25,000	WAHA	$	(1.455	)
Jan – Mar	2027	Swap		31,000	HH	$	3.801
Jan – Mar	2027	Basis Swap		30,000	WAHA	$	(1.456	)
Apr – Jun	2027	Swap		30,000	HH	$	3.336
Apr – Jun	2027	Basis Swap		30,000	WAHA	$	(1.456	)
Jul – Sep	2027	Swap		30,000	HH	$	3.336
Jul – Sep	2027	Basis Swap		30,000	WAHA	$	(1.456	)
Oct – Dec	2027	Swap		25,000	HH	$	3.413
Oct – Dec	2027	Basis Swap		30,000	WAHA	$	(1.456	)
Jan – Mar	2028	Swap		25,000	HH	$	3.413

	Stock Options			Average Exercise Price		Remaining Term in Years		Intrinsic Value (in thousands)
Outstanding at December 31, 2024		13,444,062		$	11.95		5.3	$	53,093
Forfeitures		(739,168	)	$	24.99
Outstanding at December 31, 2025		12,704,894		$	11.19		4.2	$	—
Forfeitures		(6,124,995	)	$	10.13
Outstanding at September 30, 2026		6,579,899		$	12.17		3.0	$	—

Vested at December 31, 2025		12,704,894		$	11.19		4.2	$	—
Exercisable at December 31, 2025		10,755,894		$	11.31		4.8	$	—

Vested at September 30, 2026		6,579,899		$	12.17		3.0	$	—
Exercisable at September 30, 2026		6,579,899		$	12.17		3.0	$	—

	As of December 31, 2025
	(Level 1)		(Level 2)		(Level 3)		Total Gross Fair Value
Assets:
Commodity price derivatives – current	$	—	$	29,574	$	—	$	29,574
Commodity price derivatives – noncurrent		—		4,197		—		4,197
Total assets		—		33,771		—		33,771
Liabilities:
Commodity price derivatives – current		—		380		—		380
Commodity price derivatives – noncurrent		—		360		—		360
Total liabilities		—		740		—		740
Total recurring fair value measurements, net	$	—	$	33,031	$	—	$	33,031

	As of September 30, 2026
Fifth Third Bank, National Association	$	(47,367	)
Mercuria Energy Trading SA		(15,007	)
J Aron & Company LLC		(14,332	)
Macquarie Bank Limited		(7,862	)
	$	(84,568	)

	Nine Months Ended September 30, 2026
Beginning capitalized exploratory/extension well costs	$	16,117
Additions to exploratory/extension well costs		92,887
Reclassification to proved properties		(87,784	)
Exploratory/extension well costs charged to exploration and abandonment expense		(5,161	)
Ending capitalized exploratory/extension well costs	$	16,059

	September 30, 2026			December 31, 2025
Term Loan Credit Agreement due 2028	$	1,170,000		$	1,200,000
Senior Credit Facility Agreement due 2028		—			—
Debt issuance costs, net (a)		(9,724	)		(7,193	)
Total debt		1,160,276			1,192,807
Less current maturities of long-term debt		(120,000	)		(60,000	)
Long-term debt, net	$	1,040,276		$	1,132,807

	Nine Months Ended September 30, 2026
Beginning asset retirement obligations	$	15,944
Liabilities incurred from new wells		376
Liabilities settled		(163	)
Accretion of discount		904
Ending asset retirement obligations	$	17,061

	September 30, 2026			December 31, 2025
Approved and authorized shares		15,977,091			16,284,491
Shares subject to awards issued under plan		(10,132,000	)		(15,134,295	)
Shares available for future grant		5,845,091			1,150,196

	September 30, 2026
Remainder of 2026	$	262
2027		334
2028		27
Total		623
Less present value discount		(18	)
Present value of lease liabilities	$	605

	Three Months Ended September 30,										Nine Months Ended September 30,
	2026					2025					2026					2025
Income tax expense (benefit) at U.S. federal statutory rate	$	(14,931	)	21	%	$	(4,600	)	21	%	$	(26,770	)	21	%	$	12,224		21	%
State income tax, net of federal income tax effect (1)		(208	)	—			273		(1	)		(34	)	—			1,041		2
Tax Credits		—		—			—		—			—		—			—		—
Changes in valuation allowances		—		—			—		—			—		—			—		—
Nontaxable or nondeductible items:
Limited tax benefit due to compensation		159		—			768		(4	)		407		—			1,025		1
Other		(444	)	1			(8	)	—			(230	)	—			(255	)	—
Changes in unrecognized tax benefits		—		—			—		—			—		—			—		—
Other, net		—		—			—		—			—		—			—		—
Income tax expense (benefit)	$	(15,424	)	22	%	$	(3,567	)	16	%	$	(26,627	)	21	%	$	14,035		24	%

	Three Months Ended September 30,				Nine Months Ended September 30,
	2026		2025		2026			2025
Federal	$	—	$	—	$	(230	)	$	—
State		—		—		(12	)		465
Total income taxes (received) paid	$	—	$	—	$	(242	)	$	465

	September 30, 2026			December 31, 2025
Deferred tax assets:
Interest expense limitations	$	89,787		$	94,623
Net operating loss carryforwards		46,194			28,360
Unrecognized derivative losses, net		18,260			—
Stock-based compensation		3,489			3,322
Other		288			44
Less: Valuation allowance		—			—
Deferred tax assets		158,018			126,349
Deferred tax liabilities:
Crude oil and natural gas properties, principally due to differences in basis and depreciation and the deduction of intangible drilling costs for tax purposes		(371,027	)		(358,853	)
Unrecognized derivative gains, net		—			(7,132	)
Deferred tax liabilities		(371,027	)		(365,985	)
Net deferred tax liabilities	$	(213,009	)	$	(239,636	)

	Nine Months Ended September 30, 2026
Crude Oil (Bbls)		29,755
NGL (Bbls)		7,807
Natural Gas (Mcf)		44,786
Total (Boe)		45,027

	Nine Months Ended September 30, 2026
Unproved property acquisition costs	$	3,801
Proved acquisition costs		—
Total acquisitions		3,801
Development costs		164,156
Exploration costs		92,889
Total finding and development costs		260,846
Asset retirement obligations		736
Total costs incurred	$	261,582

	Drilled				Completed
	Gross		Net		Gross		Net
Flat Top area		21		16.3		22		21.4
Signal Peak area		9		9.0		11		11.0
Total		30		25.3		33		32.4

Exhibit Number	Description

3.1	Second Amended & Restated Certificate of Incorporation of HighPeak Energy, Inc. (incorporated by reference to Exhibit 3.1 to the Company’s Current Report on Form 8-K (File No. 001-39464) filed with the SEC on June 2, 2023).

3.2	Second Amended and Restated Bylaws of HighPeak Energy, Inc. (incorporated by reference to Exhibit 3.1 to the Company’s Current Report on Form 8-K (File No. 001-39464) filed with the SEC on May 1, 2026).

4.1	Registration Rights Agreement, dated as of August 21, 2020, by and among HighPeak Energy, Inc., HighPeak Pure Acquisition, LLC, HighPeak Energy, LP, HighPeak Energy II, LP, HighPeak Energy III, LP and certain other security holders named therein (incorporated by reference to Exhibit 4.4 to the Company’s Current Report on Form 8-K (File No. 001-39464) filed with the SEC on August 27, 2020).

4.2	Stockholders’ Agreement, dated as of August 21, 2020, by and among HighPeak Energy, Inc., HighPeak Pure Acquisition, LLC, HighPeak Energy, LP, HighPeak Energy II, LP, HighPeak Energy III, LP, Jack Hightower and certain directors of Pure Acquisition Corp. (incorporated by reference to Exhibit 4.3 to the Company’s Current Report on Form 8-K (File No. 001-39464) filed with the SEC on August 27, 2020).

10.1	Securities Purchase Agreement, dated as of October 6, 2026, by and between HighPeak Energy, Inc. and PT Danantara Energy International (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K (File No. 001-39464) filed with the SEC on October 6, 2026.

10.2	Securities Purchase Agreement, dated as of October 6, 2026, by and between HighPeak Energy, Inc. and PT Tunas Harapan Perkasa (incorporated by reference to Exhibit 10.2 to the Company’s Current Report on Form 8-K (File No. 001-39464) filed with the SEC on October 6, 2026.

31.1*	Certification of the Company’s Chief Executive Officer Pursuant to Section 302 of the Sarbanes Oxley Act of 2002 (15 U.S.C. Section 7241).

31.2*	Certification of the Company’s Chief Financial Officer Pursuant to Section 302 of the Sarbanes Oxley Act of 2002 (15 U.S.C. Section 7241).

32.1**	Certification of the Company’s Chief Executive Officer Pursuant to Section 906 of the Sarbanes Oxley Act of 2002 (18 U.S.C. Section 1350).

32.2**	Certification of the Company’s Chief Financial Officer Pursuant to Section 906 of the Sarbanes Oxley Act of 2002 (18 U.S.C. Section 1350).

101.INS**	Inline XBRL Instance Document – The instance document does not appear in the Interactive Data File because its XBRL tabs are embedded within the Inline XBRL document

101.SCH**	Inline XBRL Taxonomy Extension Schema Document

101.CAL**	Inline XBRL Taxonomy Extension Calculation Linkbase Document

101.DEF**	Inline XBRL Taxonomy Extension Definition Linkbase Document

101.LAB**	Inline XBRL Taxonomy Extension Label Linkbase Document

101.PRE**	Inline XBRL Taxonomy Extension Presentation Linkbase Document

104*	Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101).

	HIGHPEAK ENERGY, INC.

November 9, 2026	By:	/s/ Steven Tholen
		Steven Tholen
		Chief Financial Officer

November 9, 2026	By:	/s/ Keith Forbes
		Keith Forbes
		Vice President and Chief Accounting Officer

	/s/ Michael Hollis
	Michael Hollis
	President and Chief Executive Officer
	Date: November 9, 2026