Phoenix Energy One LLC Series A Pfd 2026年季度报告

(Mark One)QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2026 OR PHOENIX ENERGY ONE, LLC (Exact Name of Registrant as Specified in its Charter) 83-4526672(I.R.S. EmployerIdentification No.) Delaware(State or other jurisdiction ofincorporation or organization)18575 Jamboree Road, Suite 830Irvine, California(Address of principal executive offices) Registrant’s telephone number, including area code: (949) 416-5037 Securities registered pursuant to Section 12(b) of the Act: Series A Cumulative Redeemable Preferred Shares Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934during 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 requirementsfor the past 90 days.Yes☒No☐ Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 ofRegulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant 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, a smaller reporting company, or anemerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” inRule 12b-2 of the Exchange Act. Large accelerated filer☐Non-accelerated filer☒Emerging growth company☐ Accelerated filer If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new orrevised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.☐ Table of Contents PART I.FINANCIAL INFORMATIONItem 1.Financial Statements (Unaudited)Condensed Consolidated Balance SheetsCondensed Consolidated Statements of OperationsCondensed Consolidated Statements of Changes in Equity (Deficit)Condensed Consolidated Statements of Cash FlowsNotes to the Condensed Consolidated Financial StatementsItem 2.Management’s Discussion and Analysis of Financial Condition and Results of OperationsItem 3.Quantitative and Qualitative Disclosures About Market RiskItem 4.Controls and Procedures PART II.OTHER INFORMATIONItem 1.Legal Proceedings Item 1A.Risk FactorsItem 2.Unregistered Sales of Equity Securities and Use of ProceedsItem 3.Defaults Upon Senior SecuritiesItem 4.Mine Safety DisclosuresItem 5.Other InformationItem 6.ExhibitsSIGNATURES Certain Defined Terms As used in this Quarterly Report on Form 10-Q (this “Quarterly Report”), unless otherwise noted or the context otherwiserequires, references to: •“2025 Annual Report” means the Company’s Annual Report on Form 10-K for the fiscal year ended December 31,2025.•“Adamantium” means Adamantium Capital LLC, a Delaware limited liability company and a direct, wholly-ownedsubsidiary of the Company.•“Adamantium Bonds” means unsecured bonds offered and sold by Adamantium pursuant to an offering under Rule506(c) of Regulation D under the Securities Act, the proceeds of which are loaned to the Company under theAdamantium Loan Agreement (as defined below), as further described in “Management’s Discussion and Analysis ofFinancialCondition and Results of Operations—Liquidity and Capital Resources—Indebtedness—AdamantiumSecurities.”•“Adamantium Debt” means, collectively, indebtedness outstanding under the Adamantium Bonds, Adamantium LoanAgreement, and Adamantium Secured Note.•“Adamantium Loan Agreement” means that certain Loan Agreement, dated as of September 14, 2023, by and amongthe Company and PhoenixOp, as borrowers, and Adamantium, as lender, as the same may be amended andsupplemented from time to time, as further described in “Management’s Discussion and Analysis of FinancialCondition and Results of Operations—Liquidity and Capital Resources—Indebtedness—Adamantium Securities.”•“Adamantium Secured Note” means that certain Secured Subordinated Promissory Note, dated as of November 1,2024, by and between Adamantium and the noteholder named therein, as the same may be amended and supplementedfrom time to time, as further described in “Management’s Discussion and Analysis of Financial Condition and Resultsof Operations—Liquidity and Capital Resources—Indebtedness—Adamantium Securities.”•“Adamantium Securities”means,collectively,indebtedness outstanding under the Adamantium Bonds andAdamantium Secured Note.•“August 2023 506(c) Bonds” means unsecured bonds offered and sold by the Company pursuant to an offering underRule 506(c) of Regulation D, as further described in “Management’s Discussion and Analysis of Financial Conditionand Results of Operations—Liquidity and Capital Resources—Indebtedness—Reg