UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): May 9, 2024 HighPeak Energy, Inc. (Exact name of registrant as specified in its charter) (State or other jurisdiction of incorporation) Delaware 001-39464 84-3533602 (Commission File Number) (IRS Employer Identification No.) ☐ Written communication pursuant to Rule 425 under the Securities Act ...

[PART I. FINANCIAL INFORMATION](index=10&type=section&id=PART%20I.%20FINANCIAL%20INFORMATION) [Item 1. Condensed Consolidated Financial Statements (Unaudited)](index=10&type=section&id=Item%201.%20Condensed%20Consolidated%20Financial%20Statements%20(Unaudited)) Unaudited Q1 2024 financials reflect a decline in total assets, a sharp drop in net income, and reduced operating cash flow [Condensed Consolidated Balance Sheets](index=10&type=section&id=Condensed%20Consolidated%20Balance%20Sheets) The balance sheet shows a slight decrease in total assets to **$3.05 billion**, stable liabilities, and a minor reduction in equity Condensed Consolidated Balance Sheet Highlights (in thousands) | Account | March 31, 2024 | December 31, 2023 | | :--- | :--- | :--- | | **Total Current Assets** | $298,975 | $328,833 | | **Total Crude Oil and Natural Gas Properties, net** | $2,745,658 | $2,726,643 | | **Total Assets** | **$3,054,692** | **$3,080,791** | | **Total Current Liabilities** | $287,961 | $287,393 | | **Long-term Debt, net** | $1,004,798 | $1,030,299 | | **Total Liabilities** | $1,506,255 | $1,528,070 | | **Total Stockholders' Equity** | $1,548,437 | $1,552,721 | [Condensed Consolidated Statements of Operations](index=11&type=section&id=Condensed%20Consolidated%20Statements%20of%20Operations) Q1 2024 operating revenues increased to **$287.8 million**, but net income plummeted to **$6.4 million** due to derivative losses Condensed Consolidated Statements of Operations Highlights (in thousands, except per share data) | Metric | Three Months Ended March 31, 2024 | Three Months Ended March 31, 2023 | | :--- | :--- | :--- | | **Total Operating Revenues** | $287,764 | $223,794 | | **Income from Operations** | $103,020 | $88,586 | | **Gain (loss) on derivative instruments, net** | $(53,043) | $3,120 | | **Net Income** | **$6,438** | **$50,257** | | **Basic Net Income per Share** | $0.05 | $0.41 | | **Diluted Net Income per Share** | $0.05 | $0.39 | [Condensed Consolidated Statements of Cash Flows](index=13&type=section&id=Condensed%20Consolidated%20Statements%20of%20Cash%20Flows) Q1 2024 saw net cash from operations decrease to **$171.4 million**, while investing outflows significantly reduced to **$148.2 million** Condensed Consolidated Statements of Cash Flows Highlights (in thousands) | Cash Flow Activity | Three Months Ended March 31, 2024 | Three Months Ended March 31, 2023 | | :--- | :--- | :--- | | **Net cash provided by operating activities** | $171,439 | $190,006 | | **Net cash used in investing activities** | $(148,223) | $(319,522) | | **Net cash (used in) provided by financing activities** | $(44,351) | $146,548 | | **Net (decrease) increase in cash** | $(21,135) | $17,032 | | **Cash and cash equivalents, end of period** | $173,380 | $47,536 | [Notes to Condensed Consolidated Financial Statements](index=14&type=section&id=Notes%20to%20Condensed%20Consolidated%20Financial%20Statements) Notes detail accounting policies, derivative losses, **$1.2 billion** long-term debt, commodity commitments, and a **$75 million** stock repurchase program - The company utilizes commodity swaps, deferred premium put options, and enhanced collars to manage price volatility. As of March 31, 2024, the fair value of these instruments was a net liability of **$13.5 million**[85](index=85&type=chunk)[154](index=154&type=chunk) - The company's long-term debt is primarily composed of a **$1.2 billion** Term Loan Credit Agreement entered into in September 2023, which matures in September 2026 and requires quarterly principal payments of **$30.0 million** starting March 31, 2024[91](index=91&type=chunk)[93](index=93&type=chunk)[95](index=95&type=chunk) - In February 2024, the Board approved a stock repurchase program to acquire up to **$75.0 million** of common stock. During Q1 2024, the company repurchased approximately **$8.8 million** of its common stock[133](index=133&type=chunk) - The company has a crude oil marketing contract with a minimum volume commitment, which increases to **10,000 Bopd** for the final eight years of the contract. As of March 31, 2024, the company has delivered approximately **81%** of the total contracted volume for the life of the contract[116](index=116&type=chunk) [Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations](index=38&type=section&id=Item%202.%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management discusses Q1 2024 production growth, revenue increase, and sharp net income decline due to derivative losses and higher expenses - The Board initiated a process to evaluate strategic alternatives, including a potential sale of the company, on January 23, 2023. The process remains in a preliminary, exploratory stage[151](index=151&type=chunk) - The 2024 capital budget is projected to be between **$450 million** and **$525 million** for drilling and completions, plus **$50 million** to **$60 million** for infrastructure. This will be funded by cash on hand, operating cash flow, and borrowings[174](index=174&type=chunk) EBITDAX Reconciliation (Non-GAAP, in thousands) | Line Item | Three Months Ended March 31, 2024 | Three Months Ended March 31, 2023 | | :--- | :--- | :--- | | **Net Income** | $6,438 | $50,257 | | Interest Expense | $43,634 | $26,972 | | Income Tax Expense | $2,297 | $14,507 | | Depletion, Depreciation and Amortization | $130,850 | $81,131 | | Derivative related noncash activity | $47,895 | $(5,314) | | **EBITDAX** | **$233,258** | **$173,859** | [Operations and Drilling Highlights](index=42&type=section&id=Operations%20and%20Drilling%20Highlights) Q1 2024 average daily sales volumes increased **34%** to **49,729 Boe/d**, with **91%** liquids, supported by active drilling and completion programs Average Daily Sales Volumes | Product | Q1 2024 | Q1 2023 | % Change | | :--- | :--- | :--- | :--- | | Crude Oil (Bbls) | 39,959 | 31,507 | 27% | | NGL (Bbls) | 5,147 | 3,280 | 57% | | Natural Gas (Mcf) | 27,733 | 14,611 | 90% | | **Total (Boe)** | **49,729** | **37,222** | **34%** | - During Q1 2024, the company drilled **25 gross (18.1 net)** wells and completed **12 gross (12.0 net)** horizontal wells. As of quarter-end, **28 gross** wells were in various stages of completion[156](index=156&type=chunk)[158](index=158&type=chunk) [Results of Operations Analysis](index=43&type=section&id=Results%20of%20Operations%20Analysis) Q1 2024 operating revenues rose due to higher volumes, while production costs decreased, but DD&A, G&A, and interest expenses increased Key Operating Metrics per Boe | Metric per Boe | Q1 2024 | Q1 2023 | % Change | | :--- | :--- | :--- | :--- | | **Average Realized Price (ex-derivatives)** | $63.59 | $66.80 | (5)% | | **Production Costs (ex-workovers)** | $6.30 | $8.57 | (26)% | | **DD&A Expense** | $28.92 | $24.22 | 19% | | **General & Administrative Expense** | $1.04 | $0.75 | 39% | - Interest expense increased by **62%** to **$43.6 million** in Q1 2024, driven by a higher debt balance from the new Term Loan Credit Agreement and higher prevailing interest rates[168](index=168&type=chunk)[169](index=169&type=chunk) - The company recorded a net loss on derivative instruments of **$53.0 million** in Q1 2024, compared to a **$3.1 million** gain in Q1 2023, marking a significant negative impact on net income[170](index=170&type=chunk) [Item 3. Quantitative and Qualitative Disclosures About Market Risk](index=52&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) The company faces market risks from commodity price volatility and interest rate fluctuations, using derivatives to mitigate price risk - A **$1.00/Bbl** change in crude oil price would impact annualized revenues by approximately **$15.1 million**, excluding derivative effects[193](index=193&type=chunk) - A **1%** increase in interest rates would increase annual interest expense by approximately **$11.7 million** based on debt levels at March 31, 2024[201](index=201&type=chunk) - The company uses derivative instruments to hedge a portion of its production to reduce cash flow volatility and support its capital program, as required by its credit agreements[194](index=194&type=chunk) [Item 4. Controls and Procedures](index=54&type=section&id=Item%204.%20Controls%20and%20Procedures) Management concluded that disclosure controls and procedures were effective, with no material changes to internal controls in Q1 2024 - The principal executive officer and principal financial officer concluded that the company's disclosure controls and procedures were effective as of the end of the period covered by the report[202](index=202&type=chunk) - No changes in internal control over financial reporting occurred during the quarter that have materially affected, or are reasonably likely to materially affect, the company's internal controls[203](index=203&type=chunk) [PART II. OTHER INFORMATION](index=54&type=section&id=PART%20II.%20OTHER%20INFORMATION) [Item 1. Legal Proceedings](index=54&type=section&id=Item%201.%20Legal%20Proceedings) The company is not party to any legal proceedings expected to materially adversely affect its financial position or operations - The company believes that the liability from any current incidental proceedings and claims will not have a material adverse effect on its consolidated financial position[205](index=205&type=chunk) [Item 1A. Risk Factors](index=54&type=section&id=Item%201A.%20Risk%20Factors) No material changes to the company's risk factors have occurred since the last Annual Report on Form 10-K - The report states there has been no material change in the Company's risk factors from those described in its Annual Report[206](index=206&type=chunk) [Item 2. Unregistered Sales of Equity Securities and Use of Proceeds](index=55&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) Details of the company's stock repurchase activity, including the **$75.0 million** program approved in February 2024 Issuer Purchases of Equity Securities (March 2024) | Period | Total Number of Shares Purchased | Average Price Paid Per Share | Approximate Dollar Value of Shares that May Yet to Be Purchased (in thousands) | | :--- | :--- | :--- | :--- | | March 1, 2024 - March 31, 2024 | 565,540 | $15.50 | $66,236 | - The board of directors approved a stock repurchase program for up to **$75.0 million** in February 2024, which expires on December 31, 2024[208](index=208&type=chunk) [Item 5. Other Information](index=55&type=section&id=Item%205.%20Other%20Information) No director or officer adopted or terminated Rule 10b5-1 trading arrangements during Q1 2024 - No director or officer adopted or terminated a Rule 10b5-1 trading arrangement during the three months ended March 31, 2024[209](index=209&type=chunk) [Item 6. Exhibits](index=56&type=section&id=Item%206.%20Exhibits) This section lists exhibits filed with the Form 10-Q, including corporate governance documents and material contracts

Wall Street expects flat earnings compared to the year-ago quarter on higher revenues when HighPeak Energy, Inc. (HPK) reports results for the quarter ended March 2024. While this widely-known consensus outlook is important in gauging the company's earnings picture, a powerful factor that could impact its near-term stock price is how the actual results compare to these estimates.The earnings report, which is expected to be released on May 8, 2024, might help the stock move higher if these key numbers are be ...

FORT WORTH, Texas, April 24, 2024 (GLOBE NEWSWIRE) -- HighPeak Energy, Inc. (NASDAQ: HPK) (“HighPeak Energy”), today announced that it plans to release its 2024 first quarter financial and operating results after the close of trading on Wednesday, May 8, 2024. HighPeak Energy will host a conference call and webcast on Thursday, May 9, 2024 at 10:00 a.m. Central Time for investors and analysts to discuss its 2024 first quarter financial results and operational highlights. Participants may register for the ca ...

FORT WORTH, Texas, April 24, 2024 (GLOBE NEWSWIRE) -- HighPeak Energy, Inc. (NASDAQ: HPK) (“HighPeak Energy”), today announced that it plans to release its 2024 first quarter financial and operating results after the close of trading on Wednesday, May 8, 2024. HighPeak Energy will host a conference call and webcast on Thursday, May 9, 2024 at 10:00 a.m. Central Time for investors and analysts to discuss its 2024 first quarter financial results and operational highlights. Participants may register for the ca ...

CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): March 7, 2024 HighPeak Energy, Inc. (Exact name of registrant as specified in its charter) (State or other jurisdiction of incorporation) Delaware 001-39464 84-3533602 (Commission File Number) (IRS Employer UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Identification No.) 421 W. 3rd St., Suite 1000 Fort Worth, Texas 76102 (address of princ ...

Reserves and Production - As of December 31, 2023, HighPeak Energy's estimated proved reserves were 154,162 MBoe, a significant increase from 122,958 MBoe in 2022, representing a 25% growth[43]. - The composition of the proved reserves as of December 31, 2023, was 91% crude oil and NGL, with 52% classified as developed reserves[43]. - HighPeak Energy reported 74,569 MBoe of proved undeveloped reserves as of December 31, 2023, up from 61,700 MBoe in 2022, indicating a growth of about 21%[54][55]. - The company added 42,440 MBoe of extensions and discoveries related to new proved undeveloped locations in 2023, showcasing ongoing exploration success[57]. - The company drilled 57 productive development wells in 2023, compared to 28 in 2022, marking a 104% increase[70]. - Average net sales volumes for crude oil increased to 13,885 MBbl in 2023 from 7,562 MBbl in 2022, representing an increase of 83%[62]. - Total average net daily sales volumes reached 45,577 Boepd in 2023, up from 24,485 Boepd in 2022, an increase of 86%[62]. Financial Performance - Estimated future net cash flows from proved reserves as of December 31, 2023, were $5,277,582,000, down from $6,889,267,000 in 2022, indicating a decrease of approximately 23%[60]. - The present value of estimated future net cash flows (PV-10) for total proved reserves was $2,884,067,000 as of December 31, 2023, compared to $3,872,045,000 in 2022, a decline of about 26%[60]. - The average adjusted price realized for crude oil as of December 31, 2023, was $78.13 per barrel, compared to $94.59 per barrel in 2022, reflecting a decrease of approximately 17%[60]. - Development capital expenditures for converting proved undeveloped reserves to proved developed reserves were $481.5 million in 2023, compared to $391.3 million in 2022, reflecting a 23% increase[56]. Operational Strategy - HighPeak Energy operated approximately 98% of its net acreage, which totaled 143,187 gross (131,636 net) acres, with 64% held by production[34]. - The company plans to average two drilling rigs and one frac crew during 2024, down from three drilling rigs and one frac crew at the end of 2023[41]. - The company has the discretion to modify its capital program based on various factors, including drilling success and market conditions[42]. - HighPeak Energy's drilling and completion activities are focused on optimizing crude oil and natural gas recoveries to enhance return on investment[34]. Market and Competition - HighPeak Energy faces intense competition in the crude oil and natural gas industry, with larger competitors having greater resources and capabilities to acquire properties and explore during low market prices[78]. - The company competes with alternative energy sources, such as wind and solar, which may impact its market position[79]. - Seasonal demand fluctuations affect natural gas prices, typically higher in Q4 and Q1, while crude oil demand peaks in Q2 and Q3[80]. Regulatory Environment - The regulatory environment significantly impacts operations, with compliance costs potentially increasing due to changing federal, state, and local laws[86]. - The company believes it is in substantial compliance with applicable laws, but future regulatory changes could affect profitability and operational costs[89]. - The company is subject to new EPA regulations requiring the reduction of volatile organic compounds from certain crude oil and natural gas wells, which may increase development costs[121]. - The company may incur significant costs if new endangered species designations restrict land use for crude oil and natural gas development[133]. Employee and Corporate Governance - As of December 31, 2023, the company employed forty-eight full-time employees dedicated to operating its assets[138]. - The company is committed to fostering a diverse workforce and providing equal employment opportunities based on merit[141]. - The company has a strong focus on talent development and retention, promoting cross-training and leadership learning[143]. - The company’s board includes experienced executives with extensive backgrounds in the oil and gas industry, such as CEO Jack Hightower with over 50 years of experience[146].

Financial Data and Key Metrics Changes - The company averaged over 52,000 barrels of oil equivalent (Boe) per day for the quarter, representing a 25% increase compared to the second quarter and over 100% increase compared to the third quarter of 2022 [28][60] - Third quarter EBITDAX increased by 44% compared to the second quarter, translating to an annual run rate of over $1 billion [60][2] - The company generated significant free cash flow of over $75 million during the third quarter, marking a major achievement [60][2] - The net debt level is now below one turn, with expectations to continue decreasing as free cash flow is generated [3][8] Business Line Data and Key Metrics Changes - HighPeak's margin was approximately 60% higher than the peer average during the second quarter, with expectations for further expansion in the third quarter due to a high oil cut [5][30] - The company plans to maintain a three-rig program throughout the remainder of the year, with 41 wells expected to be turned in line in the second half of 2023 [68][90] Market Data and Key Metrics Changes - The company has seen a significant increase in production while maintaining a reasonable amount of leverage, which is now back below one turn [29][28] - The average oil prices increased by approximately $8.50 per barrel compared to the second quarter, contributing to an increase in margins [92] Company Strategy and Development Direction - The company aims to focus on responsible growth while maintaining capital discipline, with plans to potentially increase dividends and consider share buybacks if share prices remain dislocated [35][36] - HighPeak is positioned to capitalize on its prime oil-weighted Permian Basin asset base, with a long runway of Tier 1 inventory to develop [9][72] - The company has successfully completed a transformative debt refinancing, extending all debt maturities to September 2026, which strengthens its financial position [7][95] Management's Comments on Operating Environment and Future Outlook - Management expressed confidence in achieving the exit production rate of 57,000 barrels per day, with potential for upside due to strong well results [23][86] - The company anticipates continued improvement in financial metrics and free cash flow generation, provided commodity prices remain stable [71][60] - Management highlighted the importance of maintaining capital discipline and controlling working capital to avoid overextending in the future [52][35] Other Important Information - The company has implemented initiatives to reduce operating costs, with expectations for lower dollar per Boe in the range of $7.50 for the upcoming year [19][82] - HighPeak's electrical build-out and solar farm are expected to reduce lifting costs and provide protection from high spot pricing during peak demand [6][81] Q&A Session Summary Question: What is the expectation for production exit rate in the near term? - Management confirmed that they are not changing their guidance and expect to achieve the exit rate of 57,000 barrels per day, with potential for upside [23] Question: Can you discuss the impact of operating costs and where they might go in 2024? - Management indicated that operating costs have come down and expect to see a lower dollar per Boe, estimating around $7.50, while emphasizing the benefits of a high oil mix [19][17] Question: How does the company plan to balance debt repayment and return of capital to shareholders? - Management stated that they will utilize cash flow for debt repayment while also considering dividends and share repurchases, depending on market conditions [83][20]

Disclaimer (Cont'd) Q3 2023 Key Highlights Note: Acreage map per Enverus and company data. (1) Net acreage, % oil & liquids, and wells in progress as of 9/30/23. (2) EBITDAX is a non-GAAP financial measure. See disclaimer for definition. (3) Free Cash Flow is a non-GAAP financial measure and defined as discretionary cash flow less capex excluding acquisitions. (1) LQA EBITDAX in $MM. HPK PRODUCING HPK OPERATED 2H'23 PRODUCING •Reserve engineering is a process of estimating the recovery of underground accumu ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2023 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from ________ to ________ Commission File Number: 001-3946 HighPeak Energy, Inc. (Exact name of Registrant as specified in its charter) Delaware 84-3533602 (State or othe ...