PEDEVCO Corp Grants RSUs and PBRSUs to COO and CFO

What Happened
PEDEVCO Corp announced that, following approval by its Compensation Committee, it issued equity awards on July 21, 2026 under the company’s 2021 Equity Incentive Plan: 35,240 restricted stock units (RSUs) and 11,530 performance‑based restricted stock units (PBRSUs) to various officers and employees. Key recipients were COO Reagan Tuck Dukes (17,190 RSUs and 7,520 PBRSUs) and CFO Robert J. Long (18,050 RSUs and 4,010 PBRSUs). The RSU vesting commencement date (VCD) is January 1, 2026.

Key Details

• Total awards: 35,240 RSUs and 11,530 PBRSUs issued July 21, 2026; awards were part of the 2025 annual compensation review.
• RSU vesting: 1/3 vest on each of the 1‑, 2‑ and 3‑year anniversaries of the Jan 1, 2026 VCD, subject to continued service.
• PBRSUs: subject to performance metrics covering fiscal 2026–2028; vesting contingent on performance and continued service at end of the performance period.
• Termination/CIC protection: If terminated by the company without Cause or by the exec for Good Reason, vesting accelerates (100% of RSUs and pro‑rata PBRSUs based on performance and days elapsed) unless a Change in Control occurs within 12 months—then RSUs accelerate 100% and PBRSUs vest at the greater of target or actual performance; death/disability yields 100% RSU vesting and PBRSUs at target. Acceleration is conditioned on signing a separation agreement and is subject to tax‑minimization provisions and the company’s clawback/recoupment policies.
• Related documents: award agreements (forms) are incorporated by reference; employment agreements with Messrs. Dukes and Long were filed as exhibits.

Why It Matters
These grants reflect management compensation decisions that align pay with service and long‑term performance. For investors, the awards:

• increase potential dilution (shares issuable under the plan) and will give rise to future stock‑based compensation expense when recognized in the company’s financials, and
• provide protection to the executives in termination and change‑of‑control scenarios, which can accelerate vesting and timing of share issuance.
  All awards remain subject to service, performance conditions, separation agreement releases, and the company’s clawback policy — important details for evaluating executive incentives and potential future share count changes.