SCHEDULE: Major Shareholder Boosts Stake in Prairie Operating Co.

Sentiment:

Beneficial Ownership Update


Narrogal Nominees and Gregory K. O'Neill have increased their beneficial ownership in Prairie Operating Co. to over 32% through open market purchases and warrant exercises.

Capital raiseThe filing indicates that 6,000,000 shares of Common Stock are issuable within 60 days upon the exercise of Series D A Warrant and Series E A Warrant held by the Family Trust. The exercise of these warrants would result in capital being raised for Prairie Operating Co. as new shares are issued.

Summary

  • Narrogal Nominees Pty Ltd ATF Gregory K O'Neill Family Trust, Narrogal Nominees Pty Ltd, and Gregory K. O'Neill collectively beneficially own 21,043,279 shares of Prairie Operating Co. Common Stock.
  • This aggregate ownership represents 32.06% of the company's Common Stock on a fully diluted basis.
  • The beneficial ownership includes 15,043,279 shares directly held by the Family Trust and 6,000,000 shares issuable within 60 days upon the exercise of Series D A Warrant and Series E A Warrant.
  • Voting power is held over 19,024,815 shares, representing 29.9% of the Common Stock's voting power, subject to a 29.9% limitation.
  • Between November 20, 2025, and December 16, 2025, the Family Trust made multiple open market purchases totaling 1,267,243 shares of Common Stock, with prices ranging from $1.6800 to $1.7197 per share.
  • Funds for these purchases were sourced from the working capital of Narrogal Nominees.

Sentiment

Score: 7

Explanation: The significant increase in beneficial ownership by a major shareholder, including open market purchases and the potential exercise of warrants, generally indicates strong investor confidence in the company's value and future prospects.

Positives

  • A significant increase in beneficial ownership by a major shareholder, Gregory K. O'Neill and his associated entities, signals strong confidence in Prairie Operating Co.'s future prospects.
  • The exercise of warrants, which will result in the issuance of 6,000,000 shares, indicates a commitment to increasing long-term stake in the company.

Future Outlook

No explicit forward-looking statements or guidance from Prairie Operating Co. are provided in this filing. The actions of the reporting person, increasing their stake, may imply a positive outlook from their investment perspective.

Management Comments

  • Gregory K. O'Neill is the Sole Director of Narrogal Nominees Pty Ltd, which acts as the trustee of the Family Trust, granting him voting and investment control over the shares held by the Family Trust.

Industry Context

This filing is an ownership disclosure and does not provide specific details on broader industry trends or competitive landscape. It primarily focuses on the beneficial ownership stake of a key investor in Prairie Operating Co.

Stakeholder Impact

  • Shareholders: Increased concentration of ownership by a major investor could lead to more stable long-term strategic direction but also potentially greater influence by a single party.
  • Company Management: The increased stake by Gregory K. O'Neill, who has voting and investment control, could imply closer oversight or strategic alignment with management.

Key Dates

DateDescription
2025-11-11Date as of which 59,646,610 shares of Common Stock were outstanding, as reported in the Issuer's Form 10-Q.
2025-11-14Date of filing of Prairie Operating Co.'s Quarterly Report on Form 10-Q with the SEC.
2025-11-20Family Trust purchased 50,000 shares of Common Stock at $1.7197 per share.
2025-11-24Family Trust purchased 3,831 shares of Common Stock at $1.7000 per share.
2025-12-09Family Trust purchased 200 shares of Common Stock at $1.7100 per share.
2025-12-10Family Trust purchased 42,781 shares of Common Stock at $1.7100 per share.
2025-12-12Family Trust purchased 220,431 shares at $1.7090 and 50,000 shares at $1.7100 per share.
2025-12-15Date of event which requires filing of this statement; Family Trust purchased 50,000 shares at $1.7100 and 800,000 shares at $1.6853 per share.
2025-12-16Family Trust purchased 50,000 shares of Common Stock at $1.6800 per share; Date of filing of this Schedule 13D Amendment No. 3.

Keywords

Prairie Operating Co, Beneficial Ownership, Schedule 13D, Stock Purchases, Warrants, Gregory K. O'Neill, Narrogal Nominees, Common Stock

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