Prairie Operating Co. 8-K

What Happened
Prairie Operating Co. announced an amendment (dated April 6, 2026) to its Securities Purchase Agreement with the investors that previously bought Series F Preferred Stock. The Company had sold 148,250 shares of Series F Preferred Stock (stated value $1,000 per share) and agreed to issue anniversary warrants tied to 125% of the preferreds’ stated value divided by a 10-day VWAP formula. The Amendment: (1) moves the Anniversary Warrant Issuance Date from April 7, 2026 to April 9, 2026, (2) updates related warrant footnotes, and (3) provides that Prairie will pay the Buyers an aggregate $3.0 million on April 9, 2026 unless the Buyers waive that payment.

Key Details

• Original financing: 148,250 shares of Series F Preferred Stock, $0.01 par, $1,000 stated value per share (subject to adjustment).
• Warrant formula: each buyer receives warrants equal to 125% of the holders’ stated value divided by the 10-day VWAP before original issuance.
• Amendment date: April 6, 2026; new payment/issuance date: April 9, 2026.
• Cash obligation: Company to pay an aggregate $3,000,000 on April 9, 2026 unless waived by the Buyers.

Why It Matters
This amendment affects timing of warrant issuance (potential near-term dilution) and creates a concrete near-term cash obligation of $3.0M unless waived. Investors should note the amended issuance date for warrants and monitor subsequent filings for whether the Buyers waive the $3M payment and for any further details on warrant exercise terms and potential dilution. The full Amendment is filed as Exhibit 10.1 to the 8‑K.