SC 13G: Prairie Operating Co.
Ticker: PROP · Form: SC 13G · Filed: Oct 8, 2024 · CIK: 1162896
Sentiment: neutral
Topics: sc-13g
AI Summary
SC 13G filing by Prairie Operating Co..
Risk Assessment
Risk Level: low
Filing Stats: 2,081 words · 8 min read · ~7 pages · Grade level 10.7 · Accepted 2024-10-08 06:06:56
Key Financial Figures
- $0.01 — me of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securiti
Filing Documents
- d826166dsc13g.htm (SC 13G) — 81KB
- d826166dex991.htm (EX-99.1) — 4KB
- 0001193125-24-234099.txt ( ) — 87KB
From the Filing
SC 13G 1 d826166dsc13g.htm SC 13G SC 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. __)* Prairie Operating Co. (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 97751C100 (CUSIP Number) September 30, 2024 (Date of Event Which Requires Filing of This Statement) Check the appropriate box to designate the rule pursuant to pursuant to which this Schedule is filed: Rule 13d-1(b) Rule 13d-1(c) Rule 13d-1(d) * The remainder of this cover page shall be filled out for a reporting persons initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page. The information required on the remainder of this cover page shall not be deemed to be filed for the purpose of Section 18 of the Securities Exchange Act of 1934 (Act) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes). CUSIP No. 97751C100 13G Page 2 of 9 1 NAME OF REPORTING PERSONS THRC Holdings, LP 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a)(b) 3 SEC USE ONLY 4 SOURCE OF FUNDS WC 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e) 6 CITIZENSHIP OR PLACE OF ORGANIZATION Texas NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH 7 SOLE VOTING POWER 1,827,040 (1) 8 SHARED VOTING POWER -0- 9 SOLE DISPOSITIVE POWER 1,827,040 (1) 10 SHARED DISPOSITIVE POWER -0- 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,827,040 (1) 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 8.0% (2) 14 TYPE OF REPORTING PERSON PN (1) THRC Holdings, LP, a Texas limited partnership ( THRC Holdings ), owns 1,827,040 shares of common stock, $0.01 par value per share ( Common Stock ), of Prairie Operating Co. (the Issuer ). The general partner of THRC Holdings is THRC Management, LLC, a Texas limited liability company ( THRC Management ). Dan Wilks is the managing member of THRC Management. (2) Percentage based on 22,891,901 shares of Common Stock, which is the Reporting Persons best calculation of the current outstanding shares of the Issuer based on the following: (a) 12,564,861 shares of Common Stock outstanding as of August 8, 2024 (as reported in the Quarterly Report of the Issuer on Form 10-Q filed with the SEC on August 9, 2024), (b) 8,400,000 shares of Common Stock issued on August 15, 2024 to Narrogal Nominees PTY Ltd ATF Gregory K ONeill Family Trust (as reported in a Form 4 filed with the SEC on August 19, 2024), (c) 100,000 shares of Common Stock issued on September 30, 2024 to YA II PN, LTD as a commitment fee (as reported in a Form 8-K of the Issuer filed with the SEC on October 4, 2024) and (d) 1,827,040 shares of Common Stock issued on September 30, 2024 to THRC Holdings by the Issuer in a private placement. CUSIP No. 97751C100 13G Page 3 of 9 1 NAME OF REPORTING PERSONS THRC Management, LLC 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a)(b) 3 SEC USE ONLY 4 SOURCE OF FUNDS OO 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e) 6 CITIZENSHIP OR PLACE OF ORGANIZATION Texas NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH 7 SOLE VOTING POWER 1,827,040 (1) 8 SHARED VOTING POWER -0- 9 SOLE DISPOSITIVE POWER 1,827,040 (1) 10 SHARED DISPOSITIVE POWER -0- 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,827,040 (1) 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 8.0% (2) 14 TYPE OF REPORTING PERSON OO (1) THRC Holdings owns 1,827,040 shares of Common Stock of Issuer. THRC Management is the general partner of THRC Holdings. Dan Wilks is the managing member of THRC Management. (2) Percentage based on 22,891,901 shares of Common Stock, which is the Reporting Persons best calculation of the current outstanding shares of the Issuer based on the following: (a) 12,564,861 shares of Common Stock outstanding as of August 8, 2024 (as reported in the Quarterly Report of the Issuer on Form 10-Q filed with the SEC on August 9, 2024), (b) 8,400,000 shares of Common Stock issued on August 15, 2024 to Narrogal Nominees PTY Ltd ATF Gregory K ONeill Family Trust (as reported in a Form 4 filed with the SEC on August 19, 2024), (c) 100,000 shares of Common Stock issued on September 30, 2024 to YA II PN, LTD as a commitment fee (as reported in a Form 8-K of the Issuer filed with the SEC on October 4, 2024) and (d) 1,827,040 shares of Common Stock issued on Septembe