二叠纪资源公司-美国存托股招股说明书(2025-09-16版)

46,112,899Shares ClassA common stockOffered by the Selling Stockholders This prospectus supplement relates to the offer and sale by the selling stockholders named herein (the “Selling Stockholders”) of up to an aggregate46,112,899 shares of ClassA common stock, par value $0.0001 per share (the “ClassA common stock”), of Permian Resources Corporation (the “Company,”“we,” “us” or “our”). We will not receive any proceeds from the sale of our ClassA common stock by the Selling Stockholders. A portion of the shares of ClassA common stock being offered hereby are shares of our ClassA common stock issuable upon the redemption of commonunits representing limited liability company interests (the “OpCo Units”) in Permian Resources Operating, LLC, a Delaware limited liability company and asubsidiary of the Company (“OpCo”), together with the cancellation of a corresponding number of shares of our ClassC common stock, par value $0.0001 pershare (the “ClassC common stock” and, together with the ClassA common stock, the “common stock”). In connection with this offering, OpCo has agreed to purchase from Pearl Energy Investments AIV II, L.P. (“Pearl AIV II”) an aggregate of 2,000,000OpCo Units, at a price per OpCo Unit equal to the price per share to be received by the Selling Stockholders in this offering, and to cancel a correspondingnumber of shares of ClassC common stock held by Pearl AIV II (the “Concurrent OpCo Unit Purchase”). The total amount paid by OpCo to Pearl AIV II willbe approximately $26.9million. This offering is not conditioned upon the completion of the Concurrent OpCo Unit Purchase, but the Concurrent OpCo UnitPurchase is conditioned upon the completion of this offering. Our ClassA common stock is traded on the New York Stock Exchange (“NYSE”) under the symbol “PR.” On September12, 2025, the last reported saleprice of our ClassA common stock on the NYSE was $13.70 per share. Investing in our ClassA common stock involves risks. See “Risk Factors” beginning on pageS-13of this prospectussupplement, page 2 of the accompanying base prospectus dated November8, 2023, page 26 of our Annual Report on Form10-Kfor the year ended December31, 2024 and any subsequent Quarterly Reports on Form10-Qor Current Reports on Form8-Ktoread about factors you should consider before buying shares of our ClassA common stock. Neither the U.S. Securities and Exchange Commission (the “SEC”) nor any state securities commission or other regulatory body has approved ordisapproved of these securities or passed upon the adequacy or accuracy of this prospectus supplement or the accompanying base prospectus. Anyrepresentation to the contrary is a criminal offense. PerShareTotalPrice to Public$13.53$623,907,523.47Underwriting Discounts and Commissions(1)$0.07$3,227,902.93Proceeds to the Selling Stockholders, Before Expenses$13.46$620,679,620.54 (1)See “Underwriting” for additional information regarding underwriting compensation. MorganStanley GoldmanSachs&Co.LLC Prospectus supplement dated September15, 2025. Table of Contents TABLE OF CONTENTS Prospectus Supplement ABOUT THIS PROSPECTUS SUPPLEMENTCAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTSSUMMARYRISK FACTORSUSE OF PROCEEDSREDEMPTION OF OPCO UNITS AND CLASS C COMMON STOCKDESCRIPTION OF COMMON STOCKSELLING STOCKHOLDERSMATERIAL U.S. FEDERAL INCOME TAX CONSIDERATIONS FORNON-U.S.HOLDERSINVESTMENT IN PERMIAN RESOURCES CORPORATION BY EMPLOYEE BENEFIT PLANSUNDERWRITINGWHERE YOU CAN FIND MORE INFORMATION; INCORPORATION BY REFERENCELEGAL MATTERSEXPERTS Prospectus dated November8, 2023 ABOUT THIS PROSPECTUSWHERE YOU CAN FIND MORE INFORMATION; INCORPORATION BY REFERENCE SUMMARYRISK FACTORSFORWARD-LOOKING STATEMENTSUSE OF PROCEEDSDESCRIPTION OF CAPITAL STOCKSELLING STOCKHOLDERSPLAN OF DISTRIBUTION LEGAL MATTERS EXPERTS Table of Contents ABOUT THIS PROSPECTUS SUPPLEMENT This document is in two parts. The first part is this prospectus supplement, which describes the specific terms of this offering and also adds to andupdates information contained in the accompanying base prospectus and the documents incorporated by reference into this prospectus supplement andthe accompanying base prospectus. The second part is the accompanying base prospectus, dated November8, 2023, which, among other things, givesmore general information, some of which may not apply to this offering. To the extent that any information contained in this prospectus supplementdiffers or varies from the information contained in the accompanying base prospectus, the information in this prospectus supplement controls. Beforeyou invest in our ClassA common stock, you should carefully read this prospectus supplement, along with the accompanying base prospectus, inaddition to the information contained in the documents we refer to under the heading “Where You Can Find More Information; Incorporation byReference” in this prospectus supplement and the accompanying base prospectus. You should rely only on the inform