Riley Exploration Permian, Inc. 8-K

What Happened
Riley Exploration Permian, Inc. announced in an 8-K (filed May 13, 2026) that at its May 12, 2026 annual meeting stockholders approved a Second Amended and Restated 2021 Long Term Incentive Plan, increasing shares available under the plan by 2,800,000 (from 2,337,022 to 5,137,022). All seven director nominees were re-elected for one-year terms, the appointment of BDO USA, P.C. as independent auditors for 2026 was ratified, and the advisory vote on executive compensation was approved.

Key Details

• LTIP amendment: +2,800,000 shares, increasing total available to 5,137,022 shares; plan text filed as Exhibit 10.1.
• LTIP vote: 11,927,676 votes for, 3,427,837 against, 20,610 abstentions; 1,832,263 broker non-votes.
• Directors: all seven nominees elected (examples: Bobby Saadati 15,338,941 for / 37,182 withheld; Bryan H. Lawrence 14,239,408 for / 1,136,715 withheld).
• Auditors & pay: Ratified BDO USA, P.C. (17,109,342 for); advisory approval of named executive officer compensation passed (14,974,754 for).

Why It Matters
The approved amendment expands the pool of shares available for equity awards, which enables future stock-based compensation for executives and employees but may increase potential dilution for shareholders. Re-election of the full board and ratification of auditors keep existing governance and oversight in place. The sizable "against" vote on the LTIP (over 3.4 million) signals notable shareholder opposition that investors may want to monitor in future governance or compensation matters.