PrimeEnergy Resources (PNRG) Proxy filing summary

Executive summary

• Annual Meeting scheduled for June 10, 2026, to elect five directors and conduct other business as needed.

• Record date for voting is April 23, 2026, with 1,618,000 shares outstanding, each share entitled to one vote.

• Proxy materials and annual report are available online for shareholder review.

Voting matters and shareholder proposals

• Only one proposal is scheduled: election of five director nominees for a one-year term expiring in 2027.

• Directors are elected by plurality; abstentions and broker non-votes are not counted for director elections.

• Procedures for shareholder proposals and nominations for the 2027 meeting are outlined, with specific deadlines.

Board of directors and corporate governance

• Board consists of a majority of independent directors, with independence determined per Nasdaq and regulatory standards.

• Chairman and CEO roles are combined, currently held by Charles E. Drimal, Jr., with rationale provided.

• Board committees include Executive, Audit, and Compensation Committees; all committee members are independent.

• The Board acts as the nominating committee, with independent directors leading candidate evaluation.

• Board met three times in 2025, with full attendance by all directors.