Sec Form 4 Filing - Bluescape Riley Exploration Holdings LLC @ Riley Exploration Permian, Inc. - 2024-04-08

Insider filing report for Changes in Beneficial Ownership
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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
Bluescape Riley Exploration Holdings LLC
2. Issuer Name and Ticker or Trading Symbol
Riley Exploration Permian, Inc. [ REPX]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director X __ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
300 CRESCENT COURT, STE. 1860
3. Date of Earliest Transaction (MM/DD/YY)
04/08/2024
(Street)
DALLAS, TX75201
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
_____ Form filed by One Reporting Person
__ X __ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock, par value $0.001 per share ("Common Stock") 04/08/2024 S( 1 ) 700,000 D $ 25.515 ( 1 ) 4,521,767 ( 2 ) I See Footnotes ( 3 ) ( 4 ) ( 5 ) ( 6 )
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Bluescape Riley Exploration Holdings LLC
300 CRESCENT COURT, STE. 1860
DALLAS, TX75201
X
Bluescape Energy Recapitalization & Restructuring Fund III LP
300 CRESCENT COURT, STE. 1860
DALLAS, TX75201
X
Bluescape Energy Partners III GP LLC
300 CRESCENT COURT, STE. 1860
DALLAS, TX75201
X
Bluescape Resources GP Holdings LLC
300 CRESCENT COURT, STE. 1860
DALLAS, TX75201
X
Bluescape Resources Co LLC
300 CRESCENT COURT, STE. 1860
DALLAS, TX75201
X
Signatures
BLUESCAPE RILEY EXPLORATION HOLDINGS LLC, By: /s/ Jonathan Siegler, Name: Jonathan Siegler, Title: Managing Director and Chief Financial Officer 04/10/2024
Signature of Reporting Person Date
BLUESCAPE ENERGY RECAPITALIZATION AND RESTRUCTURING FUND III LP, By: Bluescape Energy Partners III GP LLC, its general partner, By: /s/ Jonathan Siegler, Name: Jonathan Siegler, Title: Managing Director and Chief Financial Officer, 04/10/2024
Signature of Reporting Person Date
BLUESCAPE ENERGY PARTNERS III GP LLC, By: /s/ Jonathan Siegler, Name: Jonathan Siegler, Title: Managing Director and Chief Financial Officer 04/10/2024
Signature of Reporting Person Date
BLUESCAPE RESOURCES GP HOLDINGS LLC, By: /s/ Jonathan Siegler, Name: Jonathan Siegler, Title: Managing Director and Chief Financial Officer 04/10/2024
Signature of Reporting Person Date
BLUESCAPE RESOURCES COMPANY LLC, /s/ C. John Wilder Jr., Name: C. John Wilder Jr., Title: Executive Chairman 04/10/2024
Signature of Reporting Person Date
/s/ C. John Wilder Jr. 04/10/2024
Signature of Reporting Person Date
Explanation of Responses:
( 1 )The reported securities were sold in an underwritten public offering (the "Secondary Offering"). This reported price represents a public offering price of $27.00 per share of Common Stock of the Issuer, less an underwriting discount of $1.485 per share for shares sold in the Secondary Offering.
( 2 )The reported securities are held directly by Bluescape Riley Exploration Holdings LLC ("Bluescape Riley Holdings").
( 3 )Bluescape Energy Recapitalization and Restructuring Fund III LP, a Delaware limited partnership, owns 90.06% of the membership interests of Bluescape Riley Holdings. Bluescape Energy Recapitalization and Restructuring Fund III (IP) LP, a Delaware limited partnership, owns 7.51% of the membership interests of Bluescape Riley Holdings.
( 4 )BERR III (ECI) (RE) Intermediate Holdco LLC, a Delaware limited liability company ("Bluescape ECI Holdco"), owns 1.05% of the membership interests of Bluescape Riley Holdings. BERR III (ECI) (RE) US Blocker LLC, a Delaware limited liability company ("Bluescape ECI Blocker"), owns 100% of the membership interests of Bluescape ECI Holdco, and BERR III (ECI) Offshore Intermediate LP, a Cayman Islands limited partnership ("Bluescape ECI Offshore Holdco"), owns 100% of the membership interests of Bluescape ECI Blocker. Bluescape Energy Recapitalization and Restructuring Fund III (ECI) LP, a Cayman Islands limited partnership, owns 100% of the limited partner interest of Bluescape ECI Offshore Holdco, and BERR III (ECI) Offshore GP LTD, a Cayman Islands limited partnership, owns 100% of the general partner interest of Bluescape ECI Offshore Holdco.
( 5 )BERR III (TE) (RE) Intermediate Holdco LLC, a Delaware limited liability company ("Bluescape TE Holdco"), owns 1.38% of the membership interests of Bluescape Riley Holdings, and BERR III (TE) (RE) US Blocker LLC, a Delaware limited liability company ("Bluescape TE Blocker"), owns 100% of the membership interests of Bluescape TE Holdco. Bluescape Energy Recapitalization and Restructuring Fund III (TE) LP, a Delaware limited partnership, owns 100% of the membership interests of Bluescape TE Blocker.
( 6 )Bluescape Resources Company LLC, a Delaware limited liability company ("Bluescape Resources"), owns 100% of the membership interests of Bluescape Energy Partners LLC, a Delaware limited liability company ("BEP"), and has the power to direct the affairs of BEP. Bluescape Resources also owns 100% of the membership interests of Bluescape Resources GP Holdings LLC, a Delaware limited liability company, which in turn owns 100% of the membership interests of Bluescape Energy Partners III GP LLC, a Delaware limited liability company. Mr. C. John Wilder Jr. has the power to direct the affairs of Bluescape Resources as its Executive Chairman.

Remarks:
Each reporting person, with the exception of Bluescape Riley Holdings, states that neither the filing of this statement nor anything herein shall be deemed an admission that it is, for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or otherwise, the beneficial owner of these securities. Each reporting person, including Bluescape Riley Holdings, disclaims beneficial ownership of these securities, except to the extent of such reporting person's pecuniary interest in such securities.

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