PAY VERSUS PERFORMANCE

In August 2022, the SEC released the final version of its pay versus performance disclosure rules as mandated under the Dodd-Frank Wall Street Reform and Consumer Protection Act, and other official guidance issued thereunder, which became effective starting with the fiscal year ended December 31, 2022. The final rules were codified under Item 402(v) of Regulation S-K (along with other official guidance issued, “PvP disclosure rules”) and require the Company to provide the following tabular and narrative disclosures.

Pay Versus Performance

In accordance with the PvP disclosure rules, the below sets forth the following for the previous four years (i) the total compensation set forth in the Summary Compensation Table (“SCT”) for the individuals serving as CEO (i.e., PEO) and the Company’s non-PEO Named Executive Officers; (ii) the total “Compensation Actually Paid” (as determined in accordance with the PvP disclosure rules) for the CEO and non-PEO Named Executive Officers; (iii) the Company’s cumulative Total Stockholder Return (“TSR”); cumulative TSR for the Company’s selected peer group; (iv) Net Income; and (v) Total Production.


Year (a)⁽¹⁾	SCT Total for PEO (Pranin) (b)	Compensation Actually Paid to PEO (Pranin) (c)⁽²⁾	SCT Total for PEO (Geisler) (b)	Compensation Actually Paid to PEO (Geisler) (c)⁽²⁾	Average SCT Total for Non-PEO Named Executive Officers (d)	Average Compensation Actually Paid to Non-PEO Named Executive Officers (e)⁽²⁾	Value of Initial Fixed $100 Investment Based on: Total Stockholder Return (f)	Value of Initial Fixed $100 Investment Based on: Peer Group Total Stockholder Return (g)⁽³⁾	Net Income (h) (thousands)	Total Production (i) (thousands) (Mboe/d)
2024	$864,866	$418,713	$—	$—	$632,863	$589,081	$511	$274	$62,986	16.5
2023	$999,461	$(43,931)	$—	$—	$578,080	$343,546	$512	$287	$60,857	16.9
2022	$720,406	$3,825,191	$—	$—	$686,934	$1,835,975	$549	$288	$242,168	17.7
2021	$3,038,138	$3,880,808	$234,945	$(1,558,386)	$621,496	$2,155,812	$337	$185	$116,738	18.6

(1)

Mr. Grayson Pranin served as PEO during all covered years and Mr. Carl F. Geisler, Jr. served as PEO during part of 2021. Since Mr. Pranin served as PEO during part of 2021 following Mr. Geisler’s separation from the Company, Mr. Salah Gamoudi was the only Non-PEO Named Executive Officer for 2021 and 2022. For 2023, the Non-PEO Named Executive Officers were Mr. Brandon Brown and Mr. Salah Gamoudi. For 2024, the Non-PEO named executive officers are Mr. Brandon Brown, Mr. Dean Parrish, and Mr. Jonathan Frates.

(2)

Represents Compensation Actually Paid (“CAP”) for our PEOs and Non-PEO Named Executive Officers, as computed in accordance with the PvP disclosure rules. The dollar amounts do not reflect the amounts of compensation ultimately earned or realized by our named executive officers during the covered years.

(3)	The selected peer group is the S&P 500 Oil and Gas Exploration & Production Select Industry Index, which is the peer group used by the Company for purposes of Item 201(e) of Regulation S-K.

CAP is determined by taking the “Total” column amount from the SCT for each covered fiscal year and adjusting as follows for our PEO and Non-PEO Named Executive Officers:


	Adjustments to Determine CAP for PEO (Pranin)
	Covered Fiscal Year			2024
	SCT Total for PEO (Pranin)			$864,866
	Pension Adjustments⁽ⁱ⁾
	Subtract “Change in Actuarial Present Value” reported in the SCT for the covered fiscal year			$—
	Add pension value attributable to the covered fiscal year’s “service cost”			$—
	Add pension value attributable to the entire “prior service cost” of benefits granted (or credit for benefits reduced) in a plan amendment made in the covered fiscal year attributable to prior service periods			$—
	Equity Adjustments⁽ⁱⁱ⁾
	Subtract fair value (as of grant date) reported in the “Stock Awards” and “Option Awards” columns in the SCT for the covered fiscal year			$(192,496)
	Add fair value (as of end of year) of equity awards granted during the covered fiscal year that remain unvested as of year end			$165,380
	Add fair value (as of vesting date) of equity awards granted during the covered fiscal year that vest during the covered year			$—
	Add/Subtract the change in fair value from the prior year-end to the covered fiscal year-end for equity awards granted in prior fiscal years that remain outstanding and unvested at the end of the covered fiscal year			$(329,508)
	Add/Subtract the change in fair value from the prior year-end to vesting date for equity awards granted in prior fiscal years that vested during the covered fiscal year			$(89,529)
	Subtract fair value (as of end of prior year) for equity awards granted in prior fiscal years that were forfeited during the covered fiscal year			$—
	Add incremental fair value (as of modification date) of equity awards modified during the covered fiscal year			$—
	Add dividends or other earnings paid on equity awards during the covered fiscal year prior to vesting date of award that are not otherwise included in the total compensation for the covered fiscal year			$—
	TOTAL ADJUSTMENTS			$(446,153)
	CAP			$418,713

	Adjustments to Determine Cap for Non-PEO Named Executive Officer (Frates)
	Covered Fiscal Year			2024
	SCT Total for Non-PEO NEO (Frates)			$117,548
	Pension Adjustments⁽ⁱ⁾
	Subtract “Change in Actuarial Present Value” reported in the SCT for the covered fiscal year			$—
	Add pension value attributable to the covered fiscal year’s “service cost”			$—
	Add pension value attributable to the entire “prior service cost” of benefits granted (or credit for benefits reduced) in a plan amendment made in the covered fiscal year attributable to prior service periods			$—
	Equity Adjustments⁽ⁱⁱ⁾
	Subtract fair value (as of grant date) reported in the “Stock Awards” and “Option Awards” columns in the SCT for the covered fiscal year			$—
	Add fair value (as of end of year) of equity awards granted during the covered fiscal year that remain unvested as of year end			$—
	Add fair value (as of vesting date) of equity awards granted during the covered fiscal year that vest during the covered year			$—
	Add/Subtract the change in fair value from the prior year-end to the covered fiscal year-end for equity awards granted in prior fiscal years that remain outstanding and unvested at the end of the covered fiscal year			$—
	Add/Subtract the change in fair value from the prior year-end to vesting date for equity awards granted in prior fiscal years that vested during the covered fiscal year			$—
	Subtract fair value (as of end of prior year) for equity awards granted in prior fiscal years that were forfeited during the covered fiscal year			$—
	Add incremental fair value (as of modification date) of equity awards modified during the covered fiscal year			$—
	Add dividends or other earnings paid on equity awards during the covered fiscal year prior to vesting date of award that are not otherwise included in the total compensation for the covered fiscal year			$—
	TOTAL ADJUSTMENTS			$—
	CAP			$117,548

	Adjustments to Determine CAP for Non-PEO Named Executive Officer (Parrish)
	Covered Fiscal Year			2024
	SCT Total for Non-PEO NEO (Parrish)			$1,109,264
	Pension Adjustments⁽ⁱ⁾
	Subtract “Change in Actuarial Present Value” reported in the SCT for the covered fiscal year			$—
	Add pension value attributable to the covered fiscal year’s “service cost”			$—
	Add pension value attributable to the entire “prior service cost” of benefits granted (or credit for benefits reduced) in a plan amendment made in the covered fiscal year attributable to prior service periods			$—
	Equity Adjustments⁽ⁱⁱ⁾
	Subtract fair value (as of grant date) reported in the “Stock Awards” and “Option Awards” columns in the SCT for the covered fiscal year			$(492,885)
	Add fair value (as of end of year) of equity awards granted during the covered fiscal year that remain unvested as of year end			$439,254
	Add fair value (as of vesting date) of equity awards granted during the covered fiscal year that vest during the covered year			$—
	Add/Subtract the change in fair value from the prior year-end to the covered fiscal year-end for equity awards granted in prior fiscal years that remain outstanding and unvested at the end of the covered fiscal year			$(9,239)
	Add/Subtract the change in fair value from the prior year-end to vesting date for equity awards granted in prior fiscal years that vested during the covered fiscal year			$1,269
	Subtract fair value (as of end of prior year) for equity awards granted in prior fiscal years that were forfeited during the covered fiscal year			$—
	Add incremental fair value (as of modification date) of equity awards modified during the covered fiscal year			$—
	Add dividends or other earnings paid on equity awards during the covered fiscal year prior to vesting date of award that are not otherwise included in the total compensation for the covered fiscal year			$—
	TOTAL ADJUSTMENTS			$(61,601)
	CAP			$1,047,663

	Adjustments to Determine CAP for Non-PEO Named Executive Officer (Brown)
	Covered Fiscal Year			2024
	SCT Total for Non-PEO NEO (Brown)			$671,776
	Pension Adjustments⁽ⁱ⁾
	Subtract “Change in Actuarial Present Value” reported in the SCT for the covered fiscal year			$—
	Add pension value attributable to the covered fiscal year’s “service cost”			$—
	Add pension value attributable to the entire “prior service cost” of benefits granted (or credit for benefits reduced) in a plan amendment made in the covered fiscal year attributable to prior service periods			$—
	Equity Adjustments⁽ⁱⁱ⁾
	Subtract fair value (as of grant date) reported in the “Stock Awards” and “Option Awards” columns in the SCT for the covered fiscal year			$(156,884)
	Add fair value (as of end of year) of equity awards granted during the covered fiscal year that remain unvested as of year end			$139,630
	Add fair value (as of vesting date) of equity awards granted during the covered fiscal year that vest during the covered year			$—
	Add/Subtract the change in fair value from the prior year-end to the covered fiscal year-end for equity awards granted in prior fiscal years that remain outstanding and unvested at the end of the covered fiscal year			$(36,752)
	Add/Subtract the change in fair value from the prior year-end to vesting date for equity awards granted in prior fiscal years that vested during the covered fiscal year			$(15,737)
	Subtract fair value (as of end of prior year) for equity awards granted in prior fiscal years that were forfeited during the covered fiscal year			$—
	Add incremental fair value (as of modification date) of equity awards modified during the covered fiscal year			$—
	Add dividends or other earnings paid on equity awards during the covered fiscal year prior to vesting date of award that are not otherwise included in the total compensation for the covered fiscal year			$—
	TOTAL ADJUSTMENTS			$(69,743)
	CAP			$602,033

(i)	We do not sponsor or maintain any defined benefit pension plans and therefore no adjustments were made related to pension value.

(ii)

The fair value or incremental fair value of all incentive equity awards is determined in accordance with FASB ASC Topic 718, Compensation-Stock Compensation, generally using the same assumptions used in determining the grant date fair value of our equity awards reflected in the “Summary Compensation Table;” provided, in order to properly value the option awards using the Black-Scholes model we use for such grant date fair value, we made appropriate adjustments to the grant date assumptions to reflect changes in the historical and implied stock price volatility, expected life (including adjustments for the time that lapsed between grant date and valuation date), dividend yield and risk-free interest rates as of each measurement date. The value of outstanding performance-based awards in the covered fiscal year is based upon the probable outcome of the performance conditions as of the last day of the fiscal year.

Named Executive Officers, Footnote

(1)

Mr. Grayson Pranin served as PEO during all covered years and Mr. Carl F. Geisler, Jr. served as PEO during part of 2021. Since Mr. Pranin served as PEO during part of 2021 following Mr. Geisler’s separation from the Company, Mr. Salah Gamoudi was the only Non-PEO Named Executive Officer for 2021 and 2022. For 2023, the Non-PEO Named Executive Officers were Mr. Brandon Brown and Mr. Salah Gamoudi. For 2024, the Non-PEO named executive officers are Mr. Brandon Brown, Mr. Dean Parrish, and Mr. Jonathan Frates.

Adjustment To PEO Compensation, Footnote

CAP is determined by taking the “Total” column amount from the SCT for each covered fiscal year and adjusting as follows for our PEO and Non-PEO Named Executive Officers:


	Adjustments to Determine CAP for PEO (Pranin)
	Covered Fiscal Year			2024
	SCT Total for PEO (Pranin)			$864,866
	Pension Adjustments⁽ⁱ⁾
	Subtract “Change in Actuarial Present Value” reported in the SCT for the covered fiscal year			$—
	Add pension value attributable to the covered fiscal year’s “service cost”			$—
	Add pension value attributable to the entire “prior service cost” of benefits granted (or credit for benefits reduced) in a plan amendment made in the covered fiscal year attributable to prior service periods			$—
	Equity Adjustments⁽ⁱⁱ⁾
	Subtract fair value (as of grant date) reported in the “Stock Awards” and “Option Awards” columns in the SCT for the covered fiscal year			$(192,496)
	Add fair value (as of end of year) of equity awards granted during the covered fiscal year that remain unvested as of year end			$165,380
	Add fair value (as of vesting date) of equity awards granted during the covered fiscal year that vest during the covered year			$—
	Add/Subtract the change in fair value from the prior year-end to the covered fiscal year-end for equity awards granted in prior fiscal years that remain outstanding and unvested at the end of the covered fiscal year			$(329,508)
	Add/Subtract the change in fair value from the prior year-end to vesting date for equity awards granted in prior fiscal years that vested during the covered fiscal year			$(89,529)
	Subtract fair value (as of end of prior year) for equity awards granted in prior fiscal years that were forfeited during the covered fiscal year			$—
	Add incremental fair value (as of modification date) of equity awards modified during the covered fiscal year			$—
	Add dividends or other earnings paid on equity awards during the covered fiscal year prior to vesting date of award that are not otherwise included in the total compensation for the covered fiscal year			$—
	TOTAL ADJUSTMENTS			$(446,153)
	CAP			$418,713

(i)	We do not sponsor or maintain any defined benefit pension plans and therefore no adjustments were made related to pension value.

(ii)

The fair value or incremental fair value of all incentive equity awards is determined in accordance with FASB ASC Topic 718, Compensation-Stock Compensation, generally using the same assumptions used in determining the grant date fair value of our equity awards reflected in the “Summary Compensation Table;” provided, in order to properly value the option awards using the Black-Scholes model we use for such grant date fair value, we made appropriate adjustments to the grant date assumptions to reflect changes in the historical and implied stock price volatility, expected life (including adjustments for the time that lapsed between grant date and valuation date), dividend yield and risk-free interest rates as of each measurement date. The value of outstanding performance-based awards in the covered fiscal year is based upon the probable outcome of the performance conditions as of the last day of the fiscal year.

Non-PEO NEO Average Compensation Actually Paid Amount

$ 589,081

343,546

1,835,975

2,155,812

Compensation Actually Paid vs. Total Shareholder Return

Description of Relationship Between PEO and Other NEO Compensation Actually Paid, Company TSR and Peer Group TSR

The following chart sets forth the relationship between Compensation Actually Paid to our PEO and the average of Compensation Actually Paid to our other NEOs, and the Company’s cumulative TSR over the four most recently completed fiscal years, as well as the relationship between the Company’s cumulative TSR and the Peer Group’s TSR over such period.

Compensation Actually Paid vs. Company Selected Measure

Description of Relationship Between PEO and Other NEO Compensation Actually Paid and Total Production

The following chart sets forth the relationship between Compensation Actually Paid to our PEO and the average of Compensation Actually Paid to our other NEOs, and Total Production over the four most recently completed fiscal years.

Tabular List, Table

MOST IMPORTANT FINANCIAL PERFORMANCE MEASURES FOR FISCAL YEAR 2024

The following is an unranked list of the three most important financial performance measures used to link executive Compensation Actually Paid to our NEOs during the fiscal year 2024 with the Company’s performance. Please see the Compensation Discussion and Analysis for a further description of the metrics used in the Company’s executive compensation program. While the Company prioritizes financial metrics such as revenue, net income, EBITDA, cash flow from operations, TSR and other considerations, executive compensation incentives incorporate business fundamentals, which drive these financial measures, and are more directly influenced by each of our named executives.

Total Production*

Lease Operating Expense*

Adjusted General and Administrative Expense*

*

These financial measures are non-GAAP financial measures. Adjusted General and Administrative Expense is equal to the Company’s General and Administrative Expense less stock-based compensation. Please see our Annual Report for a discussion of how Lease Operating Expense and Total Production and CAPEX are calculated.