Sec Form 4 Filing - LAWRENCE BRYAN H @ Riley Exploration Permian, Inc. - 2021-07-28

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 LAWRENCE BRYAN H 2. Issuer Name and Ticker or Trading Symbol Riley Exploration Permian, Inc. [ REPX] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X __ Director _____ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) 410 PARK AVENUE, 20TH FLOOR 3. Date of Earliest Transaction (MM/DD/YY) 07/28/2021 (Street) NEW YORK, NY10022-4407 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) __ X __ Form filed by One Reporting Person _____ 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 07/28/2021 J( 1 ) 390,860 D $ 40.89 4,286,550 I See footnote. ( 1 ) ( 2 ) ( 3 ) Common Stock, par value $0.001 per share 07/28/2021 C( 1 ) 390,860 A $ 40.89 4,677,410 I See footnote. ( 1 ) ( 2 ) ( 3 ) Common Stock, par value $0.001 per share 1,784,113 I See footnote. ( 4 )

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 Exchangeable Promissory Note $ 40.89 07/28/2021 C( 1 ) 07/22/2021 ( 1 ) Common Stock 390,860 $ 0 0 I See footnote. ( 1 ) ( 2 ) ( 3 )

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other LAWRENCE BRYAN H 410 PARK AVENUE 20TH FLOOR NEW YORK, NY10022-4407 X Signatures /s/ Bryan H. Lawrence 07/30/2021 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Riley Exploration Group, LLC ("REG") and Yorktown Energy Partners X, L.P. ("Yorktown X") are parties to a Second Amended and Restated Exchangeable Promissory Note (the "Note"), dated as of July 22, 2021, whereby REG promises to pay to Yorktown X a principal sum plus interest. Interest accrues at a rate of fifteen percent (15.00%) per annum. There is no expiration or maturity of the Note, and Yorktown X can demand payment with 30 days written notice. REG can prepay the Note at any time. Pursuant to the terms of the Note, the Note is exchangeable for Common Stock of the Issuer. On July 28, 2021, Yorktown X elected to exchange the Note. See footnote 2 for the nature of the reporting person's beneficial ownership. ( 2 )Includes 390,860 shares owned directly by Yorktown X and 4,286,550 shares owned directly by REG following the exchange of the Note. Yorktown Energy Partners IV, L.P. ("Yorktown IV") is a member of REG. The reporting person is a member and a manager of Yorktown IV Company LLC, the general partner of Yorktown IV. Yorktown Energy Partners V, L.P. ("Yorktown V") is a member of REG. The reporting person is a member and a manager of Yorktown V Company LLC, the general partner of Yorktown V. Yorktown Energy Partners VI, L.P. ("Yorktown VI") is a member of REG. The reporting person is a member and a manager of Yorktown VI Associates LLC, the general partner of Yorktown VI Company LP, the general partner of Yorktown VI. Yorktown Energy Partners VII, L.P. ("Yorktown VII") is a member of REG. The reporting person is a member and a manager of Yorktown VII Associates LLC, the general partner of Yorktown VII Company LP, the general partner of Yorktown VII. ( 3 )(continuation of footnote 2) Yorktown Energy Partners VIII, L.P. ("Yorktown VIII") is a member of REG. The reporting person is a member and a manager of Yorktown VIII Associates LLC, the general partner of Yorktown VIII Company LP, the general partner of Yorktown VIII. Yorktown Energy Partners IX, L.P. ("Yorktown IX") is a member of REG. The reporting person is a member and a manager of Yorktown IX Associates LLC, the general partner of Yorktown IX Company LP, the general partner of Yorktown IX. Yorktown X is a member of REG. The reporting person is a member and a manager of Yorktown X Associates LLC, the general partner of Yorktown X Company LP, the general partner of Yorktown X. ( 4 )These securities are owned directly by Yorktown Energy Partners XI, L.P. ("Yorktown XI"). The reporting person is a member and a manager of Yorktown XI Associates LLC, the general partner of Yorktown XI Company LP, the general partner of Yorktown XI.

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