Ring Energy, Inc. Quarterly report [Sections 13 or 15(d)]

Quarterly report [Sections 13 or 15(d)]

SHARE-BASED COMPENSATION

SHARE-BASED COMPENSATION

3 Months Ended

Mar. 31, 2026

EMPLOYEE STOCK OPTIONS, RESTRICTED STOCK AWARD PLAN AND 401(k) [Abstract]

NOTE 11 — SHARE-BASED COMPENSATION

Share-based compensation expense charged against income for share-based awards during the three months ended March 31, 2026 and 2025 was as follows. These amounts are included in General and administrative expense in the Condensed Statements of Operations.


	Three Months Ended
		March 31, 2026		March 31, 2025
Share-based compensation expense from:
Employee stock options		$	—	$	—
Restricted stock unit grants		1,284,783		1,247,329
Performance stock unit awards		240,025		443,629
Total share-based compensation		$	1,524,808	$	1,690,958

In 2011, the Board of Directors (the "Board") of the Company approved and adopted a long-term incentive plan (the “2011 Plan”), which was subsequently approved and amended by the stockholders. As of March 31, 2026, there were no shares available for grant under the 2011 Plan.

In 2021, the Board and Company stockholders approved and adopted the Ring Energy, Inc. 2021 Omnibus Incentive Plan (as amended, the “2021 Plan”). The 2021 Plan provides that the Company may grant options, stock appreciation rights, restricted shares, restricted stock units, performance-based awards, other share-based awards, other cash-based awards, or any combination of the foregoing. As of March 31, 2026, there were 6,425,661 shares available for grant under the 2021 Plan.

In connection with the hiring of the Company’s Executive Vice President and Chief Financial Officer in February 2026, the Board approved inducement awards to the executive officer which are comprised of 317,460 (the “Inducement RSUs”) restricted stock units (“RSUs”) and 476,190 performance stock units (“PSUs”) (for which up to 952,380 shares may be earned) (the “Inducement PSUs”). The Inducement RSUs will vest in three equal annual installments beginning on March 5, 2027, subject to continued service through the applicable vesting date. The Inducement PSUs will have a performance period of January 1, 2026 to December 31, 2028, subject to performance goals and continued service through December 31, 2028. The Inducement PSUs will vest as to fifty percent of the Inducement PSUs by the Company’s total shareholder return in relation to its peer group and fifty percent will vest based on the Company’s annual cash return on capital employed meeting certain hurdles. These inducement awards were granted outside of the 2021 Plan; however, they have terms and conditions consistent with those set forth under the 2021 Plan and generally vest under the same respective vesting schedules as RSU and PSU awards granted under the 2021 Plan. The Inducement RSUs are included in the RSU award table below. The Inducement PSUs are expected to be formally granted in April 2026.

Employee Stock Options

A summary of the status of the stock options as of March 31, 2026 and 2025 and changes during the respective three month periods then ended are as follows:


	Options	Weighted- Average Exercise Price		Weighted-Average Remaining Contractual Term	Aggregate Intrinsic Value
Outstanding, December 31, 2024	65,500	$	10.70
Granted	—	—
Forfeited	—	—
Expired	—	—
Exercised	—	—
Outstanding, March 31, 2025	65,500	$	10.70	1.31 years	$	—
Exercisable, March 31, 2025	65,500	$	10.70	1.31 years













Outstanding, December 31, 2025	51,000	$	10.18
Granted	—	—
Forfeited	—	—
Expired	—	—
Exercised	—	—
Outstanding, March 31, 2026	51,000	$	10.18	0.52 years	$	—
Exercisable, March 31, 2026	51,000	$	10.18	0.52 years

The intrinsic values were calculated using the closing price on March 31, 2026 of $1.53 and the closing price on March 31, 2025 of $1.15. As of March 31, 2026, the Company had $0 of unrecognized compensation cost related to stock options.

Restricted Stock Units

A summary of the RSUs outstanding as of March 31, 2026 and 2025, respectively, and changes during the respective three month periods then ended are as follows:


	Restricted Stock Units	Weighted- Average Grant Date Fair Value
Outstanding, December 31, 2024	3,817,128	$	1.70
Granted	3,691,373	1.31
Forfeited or rescinded	—	—
Vested	(1,983,465)	1.75
Outstanding, March 31, 2025	5,525,036	$	1.42









Outstanding, December 31, 2025	4,912,110	$	1.40
Granted	5,716,485	1.28
Forfeited or rescinded	(39,395)	1.29
Vested	(2,400,525)	1.46
Outstanding, March 31, 2026	8,188,675	$	1.29

As of March 31, 2026, the Company had $8,421,909 of unrecognized compensation cost related to RSU grants that will be recognized over a weighted average period of 2.47 years. Grant activity for the three months ended March 31, 2026 was primarily RSU grants for the annual long-term incentive plan awards for employees.

Performance Stock Units

A summary of the PSUs outstanding as of March 31, 2026 and 2025, respectively, along with changes during the respective three month periods then ended are as follows:


	Performance Stock Units	Weighted- Average Grant Date Fair Value
Outstanding, December 31, 2024	1,891,892	$	2.47
Granted	—	—
Forfeited or rescinded	—	—
Vested	—	—
Outstanding, March 31, 2025	1,891,892	$	2.47









Outstanding, December 31, 2025	2,209,991	$	1.42
Granted	—	—
Forfeited or rescinded	—	—
Vested	—	—
Outstanding, March 31, 2026	2,209,991	$	1.42

As of March 31, 2026, the Company had $1,359,113 of unrecognized compensation cost related to the PSU awards that will be recognized over a weighted average period of 1.31 years.