UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(MARK ONE)

☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarter ended March 31, 2026

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from ___ to ___

Commission file number: 001-43179

PRESIDIO PRODUCTION COMPANY

(Exact Name of Registrant as Specified in Its Charter)

Delaware		39-3528250
(State or other jurisdiction of incorporation or organization)		(I.R.S. Identification No.)

500 W. 7th Street, Suite 1500, Fort Worth, Texas		76102
(Address of principal executive offices)		(Zip Code)

(800) 461-1604

(Issuer’s telephone number)

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Class A common stock, par value $0.0001 per share	FTW	New York Stock Exchange
Warrants, each whole warrant exercisable for one share of Class A common stock at an exercise price of $11.50 per share	FTW WS	New York Stock Exchange

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 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 submitted pursuant to Rule 405 of Regulation 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 an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer	☐	Accelerated filer	☐
Non-accelerated filer	☒	Smaller reporting company	☒
		Emerging growth company	☒

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 or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

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 May 15, 2026, 27,652,068 shares of Class A common stock, $0.0001 par value per share, and 1,676,830 shares of Class B common stock, $0.0001 par value per share, were issued and outstanding.

PRESIDIO PRODUCTION COMPANY

FORM 10-Q FOR THE QUARTER ENDED MARCH 31, 2026

TABLE OF CONTENTS

		Page
Cautionary Statement Regarding Forward-Looking Statements		ii
Glossary of Oil and Natural Gas Terms		iv
Part I - Financial Information		1
Item 1.	Financial Statements	1
	Condensed Consolidated Balance Sheets (Unaudited)	1
	Condensed Consolidated Statements of Operations (Unaudited)	2
	Condensed Consolidated Statements of Redeemable Preferred Stock and Stockholders’/Members’ Equity (Deficit) (Unaudited)	3
	Condensed Consolidated Statements of Cash Flows (Unaudited)	4
	Notes to Unaudited Condensed Consolidated Financial Statements	5
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	38
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	48
Item 4.	Controls and Procedures	51

Part II - Other Information		52
Item 1.	Legal Proceedings	52
Item 1A.	Risk Factors	52
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	52
Item 3.	Defaults Upon Senior Securities	52
Item 4.	Mine Safety Disclosures	52
Item 5.	Other Information	52
Item 6.	Exhibits	53

Signatures		55

CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS

Some of the information in this Quarterly Report on Form 10-Q (this “Quarterly Report”) may contain “forward-looking statements.” All statements, other than statements of historical fact included in this Quarterly Report regarding our strategy, future operations, financial position, estimated revenues and losses, projected costs, our ability to make share repurchases, prospects, plans and objectives of management are forward-looking statements. When used in this Quarterly Report, words such as “may,” “assume,” “forecast,” “could,” “should,” “will,” “plan,” “believe,” “anticipate,” “intend,” “estimate,” “expect,” “project,” “budget” and similar expressions are used to identify forward-looking statements, although not all forward-looking statements contain such identifying words. These forward-looking statements are based on management’s current belief, based on currently available information, as to the outcome and timing of future events at the time such statement was made. When considering forward-looking statements, you should keep in mind the risk factors and other cautionary statements indicated in our proxy statement/prospectus contained in our Registration Statement on Form S-4 (File No. 333-290090), originally filed by the Company with the Securities and Exchange Commission (“SEC”) on September 8, 2025, as subsequently amended on January 28, 2026 and declared effective by the SEC on January 30, 2026 (the “Proxy Statement/Prospectus”), and in this Quarterly Report. There are a number of important factors that could cause our actual results to differ materially from the results contemplated by such forward-looking statements, which include, but are not limited to:

●

oil, natural gas and natural gas liquids (“NGL”) prices;

●

our ability to successfully execute our business strategy;

●

the timing and amount of our future production of oil, natural gas and NGLs, including the declining rates of our oil and gas properties;

●

the accuracy of our estimated proved reserves;

●

our ability to achieve or maintain certain financial and operational metrics;

●

our drilling prospects, inventories, projects and programs;

●

the impact of actions taken by the OPEC and other allied countries (collectively known as “OPEC+”) as it pertains to the global supply and demand of, and prices for, oil, natural gas and NGLs;

●

the impact of armed conflict, political instability or civil unrest in oil and gas producing regions, including instability in the Middle East and the conflict between Russia and Ukraine, and the related potential effects on laws and regulations, or the imposition of economic or trade sanctions;

●

our ability to replace the reserves we produce through drilling and property acquisitions;

●

our ability to execute our financial strategy, including successfully managing our leverage, liquidity and capital required for our development program;

●

the progression and outcome of our pending legal matters;

●

our ability to comply with environmental, health and safety laws, regulations and obligations;

●

our ability to achieve superior price differentials;

●

our ability to successfully deploy our hedging strategy;

●

our ability and the ability of our competition to comply with existing and new government regulations;

●

our ability to obtain permits and governmental approvals;

●

our marketing of oil, natural gas and NGLs;

●

our ability to successfully identify, acquire and integrate leaseholds or businesses to replace our reserves;

●

our costs of developing our properties;

●

general global political and economic conditions, including changes in interest rates and associated Federal Reserve policies and the impact of inflation on our business;

●

changes in tariffs, trade policy, trade barriers, price and exchange controls and other regulatory requirements;

●

credit markets;

●

uncertainty regarding our future operating results, including our ability to pay future dividends;

●

our plans, objectives, expectations and intentions contained in this Quarterly Report; and

●

the other risks described herein and in our other filings with the Securities and Exchange Commission.

Additional factors include those described in our Proxy Statement/Prospectus, including under the captions Risk Factors, Management’s Discussion and Analysis of Financial Condition and Results of Operations of Presidio Investment Holdings LLC, Unaudited Pro Forma Condensed Combined Financial Information and Information About PIH, in our subsequent quarterly reports on Form 10-Q, including under the captions Risk Factors and Management’s Discussion and Analysis of Financial Condition and Results of Operations, and in our subsequent filings with the SEC. We caution you that these forward-looking statements are subject to all of the risks and uncertainties incident to the development, production, gathering and sale of oil, natural gas and NGLs, most of which are difficult to predict and many of which are beyond our control. Reserve engineering is a process of estimating underground accumulations of hydrocarbons that cannot be measured in an exact way. The accuracy of any reserve estimates depends on the quality of available data, the interpretation of such data and price and cost assumptions made by reserve engineers. In addition, the results of drilling, testing and production activities may justify revisions of estimates that were made previously. If significant, such revisions would change the schedule of any future production and development program. Accordingly, reserve estimates may differ significantly from the quantities of oil and natural gas that are ultimately recovered.

All forward-looking statements, expressed or implied, included in this Quarterly Report are expressly qualified in their entirety by this cautionary statement. This cautionary statement should also be considered in connection with any subsequent written or oral forward-looking statements that we or persons acting on our behalf may issue.

There may be other risks and uncertainties that we are unable to predict at this time or that we currently do not expect to have a material adverse effect on our business, and we undertake no obligation to update or revise any forward-looking statements. You should not place undue reliance on any forward-looking statements that we may make.

iii

GLOSSARY OF OIL AND NATURAL GAS TERMS

The following are abbreviations and definitions of certain terms which are commonly used in the oil and natural gas industry:

●

“basis” means when referring to commodity pricing, the difference between the NYMEX WTI, for oil prices, and NYMEX Henry Hub, for gas prices, and the corresponding sales price at various regional sales points. The differential commonly is related to factors such as product quality, location, transportation capacity availability and contract pricing;

●

“Bbl” means one stock tank barrel or 42 U.S. gallons liquid volume;

●

“Boe” means one barrel of oil equivalent, calculated by converting natural gas to oil equivalent barrels at a ratio of six Mcf of natural gas to one Bbl of oil equivalent. This is an energy content correlation and does not reflect a value or price relationship between the commodities;

●

“Boe/d” means one Boe per day;

●

“British thermal unit” or “Btu” means a measure of the amount of energy required to raise the temperature of one pound of water by one-degree Fahrenheit;

●

“collar” means a financial arrangement that effectively establishes a price range for the underlying commodity. The producer bears the risk and benefit of fluctuation between the minimum (floor) price and the maximum (ceiling) price;

●

“drilled and uncompleted well” or “DUC” means a wellbore in which horizontal drilling has been completed but has yet to be stimulated through hydraulic fracturing;

●

“drilling locations” means total gross locations that may be able to be drilled on our existing acreage. A portion of our drilling locations constitute estimated locations based on our acreage and spacing assumptions;

●

“EBITDAX” means earnings before interest, taxes, depletion, depreciation, amortization, and exploration expense;

●

“gas” means natural gas;

●

“GHG” means greenhouse gas;

●

“hedging” means the use of derivative commodity and interest rate instruments to reduce financial exposure to commodity price and interest rate volatility;

●

“Henry Hub” means the distribution hub on the natural gas pipeline system in Erath, Louisiana, owned by Sabine Pipe Line LLC;

●

“horizontal drilling” means drilling that ultimately is horizontal or near horizontal to increase the length of the wellbore penetrating the target formation;

●

“horizontal wells” means wells that are drilled horizontal or near horizontal to increase the length of the wellbore penetrating the target formation;

●

“LNG” means liquified natural gas;

●

“MBoe” means one thousand barrels of oil equivalent;

●

“MBoe/d” means one thousand barrels of oil equivalent per day;

●

“Mcf” means one thousand standard cubic feet of natural gas;

●

“MMBtu” means one million British thermal units;

●

“MMBtu/d” means one MMBtu per day;

●

“MMcf” means one million standard cubic feet of natural gas;

●

“natural gas liquids” or “NGLs” means hydrocarbons, in the same family of molecules as natural gas and crude oil, composed exclusively of carbon and hydrogen. Ethane, propane, butane, isobutane, and pentane are all NGLs;

●

“net acres” means the percentage of total acres an owner owns or has leased out of a particular number of acres, or a specified tract. An owner who has 50% interest in 100 acres owns 50 net acres;

●

“NYMEX” means the New York Mercantile Exchange;

●

“option” means a contract that gives the buyer the right, but not the obligation, to buy or sell a specified quantity of a commodity or other instrument at a specific price within a specified period of time;

●

“proved developed nonproducing reserves” or “PDNP” means reserves that can be expected to be recovered through existing wells with existing equipment and operating methods but are not yet producing;

●

“proved developed producing reserves” or “PDP” means reserves that can be expected to be recovered through existing wells with existing equipment and operating methods, according to the Securities and Exchange Commission or Society of Petroleum Engineers definitions of proved reserves;

●

“proved reserves” means the summation of reserves within the PDP, PDNP and PUD reservoir categories;

●

“proved undeveloped reserves” or “PUDs” means proved reserves that are expected to be recovered from undrilled well locations on existing acreage or from existing wells where a relatively major expenditure is required for recompletion within the five-year development window, according to the Securities and Exchange Commission or Society of Petroleum Engineers definition of PUD;

●

“reservoir” means a porous and permeable underground formation containing a natural accumulation of producible oil and/or natural gas that is confined by impermeable rock and is separate from other reservoirs;

●

“undeveloped acreage” means acreage under lease on which wells have not been drilled or completed;

●

“Up-C” means umbrella partnership - C Corporation

●

“well pad” or “pad” means an area of land that has been cleared and leveled to enable a drilling rig to operate in the exploration and development of a natural gas or oil well;

●

“wellbore” or “well” means a drilled hole that is equipped for the production of hydrocarbons;

●

“working interest” means the right granted to the lessee of a property to explore for and to produce and own oil, natural gas or other minerals. The working interest owners bear the exploration, development, and operating costs on either a cash, penalty, or carried basis; and

●

“WTI” means West Texas Intermediate.

PART I - FINANCIAL INFORMATION

Item 1. Interim Financial Statements.

PRESIDIO PRODUCTION COMPANY

Condensed Consolidated Balance Sheets (Unaudited)

(in thousands, except par values and share data)

	Successor			Predecessor
	March 31,			December 31,
	2026			2025
ASSETS
Current assets:
Cash and cash equivalents	$	20,690		$	4,119
Restricted cash		10,822			11,222
Accounts receivable, oil and gas		21,791			16,666
Accounts receivable, joint interest owners		11,094			11,815
Derivative assets - current		52,856			—
Prepaid expenses and other current assets		2,279			1,927
Total current assets		119,532			45,749
Oil and natural gas properties, successful efforts		698,766			529,096
Less accumulated depletion, depreciation, and amortization		(4,406	)		(204,639	)
Total oil and natural gas properties, net		694,360			324,457
Other property and equipment, net		5,020			5,457
Derivative assets - noncurrent		4,340			—
Right-of-use assets		102			135
Deferred tax assets - noncurrent		4,053			—
Other noncurrent assets		2,089			2,119
Total assets	$	829,496		$	377,917
LIABILITIES, REDEEMABLE PREFERRED STOCK, AND STOCKHOLDERS’ EQUITY / MEMBERS’ DEFICIT
Current liabilities:
Accounts payable	$	24,457		$	17,706
Production taxes payable		3,801			3,188
Revenue and royalties payable		24,364			20,223
Derivative liabilities - current		35,090			7,465
Current portion of long-term debt		45,791			45,363
Lease liabilities, current		106			144
Related party payable		—			1,383
Other current liabilities		18,545			23,032
Total current liabilities		152,154			118,504
Long-term debt, net		259,388			225,143
Asset retirement obligations		79,061			59,519
Lease liabilities		—			—
Derivative liabilities - noncurrent		22,459			6,734
Earnout liability		14,800			—
Total liabilities		527,862			409,900
Commitments and Contingencies (Note 14)
Series A redeemable preferred stock, $0.0001 par value; 50,000,000 total shares authorized for all preferred stock series, 125,000 shares issued and outstanding as of March 31, 2026		110,869			—
Series B convertible redeemable preferred stock, $0.0001 par value; 50,000,000 total shares authorized for all preferred stock series, 27,173 shares issued and outstanding as of March 31, 2026		24,701			—
Stockholders’ equity / members’ deficit
Members’ deficit		—			(31,983	)
Class A common stock, $0.0001 par value; 1,500,000,000 shares authorized, 27,652,068 shares issued and outstanding as of March 31, 2026		3			—
Class B common stock, $0.0001 par value; 100,000,000 shares authorized, 1,676,830 shares issued and outstanding as of March 31, 2026		—			—
Additional paid-in capital		188,930			—
Accumulated deficit		(39,629	)		—
Total stockholders’ equity attributable to Presidio Production Company / members’ deficit		149,304			(31,983	)
Non-controlling interest		16,760			—
Total stockholders’ equity / members’ deficit		166,064			(31,983	)
Total liabilities, redeemable preferred stock and stockholders’ equity / members’ deficit	$	829,496		$	377,917

The accompanying notes are an integral part of the unaudited condensed consolidated financial statements.

PRESIDIO PRODUCTION COMPANY

Condensed Consolidated Statements of Operations (Unaudited)

(in thousands, except per share amounts)

	Successor			Predecessor
	March 4, 2026 to			January 1, 2026 to			Three Months Ended
	March 31, 2026			March 3, 2026			March 31, 2025
Revenues:
Oil sales	$	8,803		$	12,017		$	22,482
Natural gas sales		2,030			17,497			16,036
Natural gas liquids sales		4,425			6,207			13,065
Field services revenue		88			155			359
Total revenues		15,346			35,876			51,942
Operating expenses:
Lease operating expenses		5,890			12,277			18,955
Production taxes		1,024			2,098			2,989
Ad valorem taxes		358			758			1,284
Depletion, oil and gas properties		4,406			4,276			7,281
Depreciation and amortization, other property and equipment		263			673			790
Accretion of asset retirement obligation		368			643			1,008
General and administrative		1,699			48,649			16,506
Acquisition and transaction costs		224			6,993			422
Cost of field services revenue		4			9			179
Gain on sale of assets		(30	)		(816	)		(4,899	)
Total operating expenses		14,206			75,560			44,515
Income (loss) from operations		1,140			(39,684	)		7,427
Other income (expense):
Loss on commodity derivatives		(33,165	)		(27,905	)		(18,524	)
Change in fair value of earnout liability		96			—			—
Interest expense		(1,715	)		(3,920	)		(6,319	)
Other income (expense)		(275	)		170			(136	)
Total other income (expense)		(35,059	)		(31,655	)		(24,979	)
Net loss before income taxes		(33,919	)		(71,339	)		(17,552	)
Income tax benefit		6,953			—			—
Net loss		(26,966	)		(71,339	)		(17,552	)
Net loss attributable to non-controlling interests		(1,547	)		—			—
Net loss attributable to Presidio Production Company	$	(25,419	)	$	(71,339	)	$	(17,552	)

Net loss per Class A common stock:
Basic	$	(0.99	)
Diluted	$	(0.99	)

Weighted average Class A common stock outstanding:
Basic		26,738,407
Diluted		26,738,407

Net loss per PIH Class A unit, basic and diluted				$	(616.17	)	$	(151.60	)
Weighted average PIH Class A units outstanding, basic and diluted					115,778			115,778

The accompanying notes are an integral part of the unaudited condensed consolidated financial statements.

PRESIDIO PRODUCTION COMPANY

Condensed Consolidated Statements of Redeemable Preferred Stock and Stockholders’/Members’ Equity (Deficit) (Unaudited)

(in thousands)

Predecessor	Members’ Deficit
Balance at December 31, 2024	$	(27,858	)
Capital distributions		(60,000	)
Net loss		(17,552	)
Balance at March 31, 2025	$	(105,410	)

Balance at December 31, 2025	$	(31,983	)
Net loss		(71,339	)
Balance at March 3, 2026	$	(103,322	)

																							Total
	Redeemable Preferred Stock																						Stockholders’
	Series A				Series B Convertible																		Equity Attributable
	Redeemable				Redeemable				Class A				Class B				Additional						to Presidio					Total
	Preferred Stock				Preferred Stock				Common Stock				Common Stock				Paid-In			Accumulated			Production			Non-controlling		Stockholders’
Successor	Shares		Amount		Shares		Amount		Shares		Amount		Shares		Amount		Capital			Deficit			Company			Interest		Equity
Balance at March 4, 2026		—	$	—		—	$	—		—	$	—		—	$	—	$	—		$	(13,085	)	$	(13,085	)	$	—	$	(13,085	)
Conversion of Class A ordinary shares and Class B ordinary shares into Class A common stock										7,794,445		1						15,084						15,085					15,085
Reclassification of Class B ordinary shares subject to earnout arrangement										1,851,161		—						(14,896	)					(14,896	)				(14,896	)
Deferred tax effects of earnout arrangement																		3,325						3,325					3,325
Issuance of equity consideration in Business Combination										1,717,391		—		1,000,658		—		18,749						18,749			10,925		29,674
Issuance of Class A and Class B common stock in settlement of PIH share-based compensation liability										3,551,594		1		676,172		—		38,775						38,776			7,382		46,158
Issuance of equity consideration in EQVR Acquisition										3,422,260		—						37,363						37,363					37,363
Issuance of Series A redeemable preferred stock and warrants, net of issuance costs and discounts		125,000		110,494														9,149						9,149					9,149
Preferred dividends attributable to Series A redeemable preferred stock				375																	(1,125	)		(1,125	)				(1,125	)
Issuance of Series B convertible redeemable preferred stock, net of issuance costs and discounts				<

SEC Form 10-Q filed by Presidio Production Company