HighPeak Energy Inc 2024年度报告

FORM 10-K ☒ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024or☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period fromtoCommission File Number: 001-39464 HighPeak Energy, Inc. (Exact name of Registrant as specified in its charter) 421 W. 3rd St., Suite 1000Fort Worth, Texas 76102(Address of principal executive offices and zip code) (817) 850-9200(Registrant's telephone number, including area code) Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or 15(d) of the Act. Yes☐No☒ Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the SecuritiesExchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports),and (2) has been subject to such filing requirements for the past 90 days. Yes☒No☐ Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submittedpursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that theregistrant was required to submit such files). Yes☒No☐ Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reportingcompany, or an emerging growth company. See the definitions of "large accelerated filer," "accelerated filer," "smaller reportingcompany," and "emerging growth company" in Rule 12b-2 of the Exchange Act. Large accelerated filer☐Non-accelerated filer☐ Accelerated filerSmaller reportingcompanyEmerging growthcompany If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period forcomplying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.☐ Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectivenessof its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 762(b)) by the registeredpublic accounting firm that prepared or issued its audit report.☐ If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of theregistrant included in the filing reflect the correction of an error to previously issued financial statements.☐ Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-basedcompensation received by any of the registrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b).☐ Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes☐No☒ As of June 30, 2024, the aggregate market value of the common stock of the Registrant held by non-affiliates was $346,745,695 basedon the closing price as reported on the Nasdaq Global Market on June 28, 2024 of $14.06. Number of shares of common stock outstanding as of March 6, 2025–126,067,436. DOCUMENTS INCORPORATED BY REFERENCE:(1)Portions of theDefinitive Proxy Statement for the Company’s Annual Meeting of Stockholders to be held in June 2025, which will be filed with the U.S. Securities and Exchange Commission within 120 days of December 31, 2024, are incorporated intoPart III of this Annual Report on Form 10-K. HIGHPEAK ENERGY, INC.TABLE OF CONTENTS Definitions of Certain Terms and Conventions Used Herein1Cautionary Statement Concerning Forward-Looking Statements6PART IItems 1 and2.Business and Properties7Item 1A.Risk Factors29Item 1B.Unresolved Staff Comments60Item 1C.Cybersecurity60Item 3.Legal Proceedings62Item 4.Mine Safety Disclosures62PART IIItem 5.Market for Registrant’s Common Equity, RelatedStockholder Matters and Issuer Purchases of Equity Securities63Item 6.Reserved64Item 7.Management’s Discussion and Analysis of Financial Condition and Results of Operations65Item 7A.Quantitative and Qualitative Disclosures About Market Risk80Item 8.Financial Statements and Supplementary Data81Item 9.Changes in and Disagreements With Accountants on Accounting and Financial Disclosure110Item 9A.Controls and Procedures110Item 9B.Other Information110Item 9C.Disclosure Regarding Foreign Jurisdictions that Prevent Inspections110PART IIIItem 10.Directors, Executive Officers and Corporate Governance110Item 11.Executive Compensation110Item 12.Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters110Item 13.Certain Relationships and Related Transactions, and Director Independence111Item 14.Principal Accountant Fees and Services111PART IVItem 15.Exhibits and Financial Statement Schedules111Item 16.Form 10-K Sum