Item 5.02. Departure of Directors or Certain Officers? Election Of Directors?


           Appointment of Certain Officers? Compensatory Arrangements of Certain
           Officers.

Amendment and Restatement of the Riley Exploration Permian, Inc. 2021 Long Term Incentive Plan

On April 21, 2023, at the annual meeting of stockholders (the "Annual Meeting") of Riley Exploration Permian, Inc. ("Riley Permian" or the "Company"), the Company's stockholders approved the Amended and Restated 2021 Long Term Incentive Plan (the "Amended Plan"). The Amended Plan (i) increased the aggregate number of shares available for issuance under the plan by 950,000 shares (from 1,387,022 to 2,337,022 shares) and (ii) increased the limit on awards that can be issued to non-employee directors in a calendar year to more than 10,000 shares of common stock, or if greater, awards having a grant date value in excess of $300,000. The Amended Plan is described in further detail in the Company's definitive proxy statement for the Annual Meeting filed with the Securities and Exchange Commission on March 22, 2023. A copy of the Amended Plan, as approved at the Annual Meeting, is attached as Exhibit 10.1 to this Current Report on Form 8-K and copies of updated forms of awards under the Amended Plan are attached as Exhibits 10.2 through 10.4 and are incorporated into this item by reference.

Item 5.07 Submission of Matters to a Vote of Security Holders.

Riley Permian held its Annual Meeting April 21, 2023. At the Annual Meeting, the Company's stockholders voted on three proposals, each of which is described in more detail in the Company's definitive proxy statement filed with the Securities and Exchange Commission on March 22, 2023. The following is a brief description of each matter voted upon and the results of such voting, including the number of votes cast for each matter and the number of votes cast against, abstentions and broker non-votes, if applicable, with respect to each matter.

PROPOSAL #1 - ELECTION OF DIRECTORS

All six (6) directors nominees were elected to serve a one-year term until the 2024 Annual Meeting of Stockholders and until their respective successors are elected. The voting results were as follows:



                                     Number of Shares
                                                                Broker
                   Voted For    Voted Against   Abstentions    Nonvotes
Brent Arriaga      12,287,558         -           268,411      6,347,268
Rebecca L. Bayless 12,228,420         -           327,549      6,347,268
Beth di Santo      12,179,863         -           376,106      6,347,268
Bryan H. Lawrence  12,492,270         -           63,699       6,347,268
E. Wayne Nordberg  12,287,455         -           268,514      6,347,268
Bobby D.Riley      12,481,543         -           74,426       6,347,268

PROPOSAL #2 - RATIFICATION OF AUDITORS



The ratification of the appointment of BDO USA, LLP as Riley Permian's
independent registered public accounting firm for 2023 was approved. The voting
results were as follows:

                                                 Number of Shares
                                                                             Broker
                             Voted For     Voted Against   Abstentions      Nonvotes
Ratification of Appointment  18,888,745       11,336          3,156            -
of BDO USA, LLP as Riley
Permian's Independent
Registered Public
Accounting Firm

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PROPOSAL #3 - AMENDMENT AND RESTATEMENT OF 2021 LONG TERM INCENTIVE PLAN

The amendment and restatement of Riley Permian's 2021 Long Term Incentive Plan was approved. The voting results were as follows:



                                                 Number of Shares
                                                                             Broker
                             Voted For     Voted Against   Abstentions      Nonvotes
Approval of Amendment and    12,230,466       317,102          8,401       6,347,268
Restatement of Riley
Permian's 2021 Long Term
Incentive Plan

Item 9.01. Financial Statements and Exhibits.





(d) Exhibits

Exhibit No.   Description
   10.1       Riley Exploration Permian, Inc. 2021 Long Term Incentive Plan.
   10.2       Form of Restricted Stock Agreement (Time Vesting - Named Executive
              Officers)
   10.3       Form of Restricted Stock Agreement (Non-Employee Director)
   10.4       Form of Common Stock Award Agreement

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