SEC FORM 4 SEC Form 4
FORM 4 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
or Section 30(h) of the Investment Company Act of 1940
 
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
Smith Sean R.

(Last) (First) (Middle)
C/O PERMIAN RESOURCES CORPORATION
300 N. MARIENFIELD ST., SUITE 1000

(Street)
MIDLAND TX 79701

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Permian Resources Corp [ PR ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
X Officer (give title below) Other (specify below)
Executive Chairman
3. Date of Earliest Transaction (Month/Day/Year)
09/01/2022
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 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
Class A Common Stock 09/01/2022 A 178,784(1) A $0.00 3,463,337 D
Class A Common Stock 09/01/2022 F 424,558 D $7.62 3,038,779 D
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 (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 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 (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (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: 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
Explanation of Responses:
1. Represents an award of restricted stock that vests in three equal annual installments beginning on September 1, 2023.
Remarks:
Exhibit 24 - Power of Attorney.
/s/ Chad W. MacDonald, Attorney-in-fact 09/06/2022
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
                                                                   EXHIBIT 24

                                POWER OF ATTORNEY

        With respect to holdings of and transactions in securities issued by
Centennial Resource Development, Inc. (the "Company"), the undersigned hereby
constitutes and appoints the individuals named on Exhibit A attached hereto and
as may be amended from time to time, or any of them signing singly, with full
power of substitution and resubstitution, to act as the undersigned's true and
lawful attorney-in-fact to: prepare, execute in the undersigned's name and on
the undersigned's behalf, and submit to the United States Securities and
Exchange Commission (the "SEC") a Form ID, including amendments thereto, and
any other documents necessary or appropriate to obtain and/or regenerate codes
and passwords enabling the undersigned to make electronic filings with the SEC
of reports required by Section 16(a) of the Securities Exchange Act of 1934, as
amended, or any rule or regulation of the SEC;

         1.  prepare, execute in the undersigned's name and on the
         undersigned's behalf, and submit to the United States Securities and
         Exchange Commission (the "SEC") a Form ID, including amendments
         thereto, and any other documents necessary or appropriate to obtain
         and/or regenerate codes and passwords enabling the undersigned to make
         electronic filings with the SEC of reports required by Section 16(a)
         of the Securities Exchange Act of 1934, as amended, or any rule or
         regulation of the SEC;

         2.  execute for and on behalf of the undersigned, Forms 3, 4, and 5
         in accordance with Section 16 of the Securities Exchange Act of 1934,
         as amended, and the rules thereunder;

         3.  do and perform any and all acts for and on behalf of the
         undersigned which may be necessary or desirable to complete and
         execute any such Form 3, 4, or 5, complete and execute any amendment
         or amendments thereto, and timely file such form with the SEC and any
         stock exchange or similar authority; and

         4.  take any other action of any type whatsoever in connection with
         the foregoing which, in the opinion of such attorney-in-fact, may be
         of benefit to, in the best interest of, or legally required by, the
         undersigned, it being understood that the documents executed by such
         attorney-in-fact on behalf of the undersigned pursuant to this Power
         of Attorney shall be in such form and shall contain such terms and
         conditions as such attorney-in-fact may approve in such attorney-in-
         fact's discretion.

        The undersigned hereby grants to each such attorney-in-fact full power
and authority to do and perform any and every act and thing whatsoever
requisite, necessary, or proper to be done in the exercise of any of the rights
and powers herein granted, as fully to all intents and purposes as the
undersigned might or could do if personally present, with full power of
substitution and resubstitution or revocation, hereby ratifying and confirming
all that such attorney-in-fact, or such attorneys-in-fact substitute or
substitutes, shall lawfully do or cause to be done by virtue of this Power of
Attorney and the rights and powers herein granted.

        The undersigned acknowledges that the foregoing attorneys-in-fact, in
serving in such capacity at the request of the undersigned, are not assuming,
nor is any Company assuming, any of the undersigned's responsibilities to
comply with Section 16 of the Securities Exchange Act of 1934, as amended.

        This Power of Attorney shall remain in full force and effect until the
undersigned is no longer required to file Forms 3, 4, and 5 with respect to the
undersigned's holdings of and transactions in securities issued by the Company,
unless earlier revoked by the undersigned in a signed writing delivered to the
foregoing attorneys-in-fact.

        IN WITNESS WHEREOF, the undersigned has executed this Limited Power of
Attorney this 6th day of September, 2022.

                                   Signature:    /s/ Sean R. Smith
                                                 -----------------
                                     Print Name: Sean R. Smith


                                Exhibit A

        Individuals Appointed as Attorney-in-Fact with Full Power of
Substitution and Resubstitution:

          1. Chad W. MacDonald

          2. John Bell

          3. George S. Glyphis