Schedule of Basic and Diluted Earnings (Loss) Per Share

6 Months Ended

Jun. 30, 2025

Earnings (loss) per common share

Schedule of Basic and Diluted Earnings (Loss) Per Share

Note 17 – Earnings Per Share

The Company’s Series D Preferred Stock, unvested RSUs, and unvested PSUs are considered participating securities, as such, basic and diluted earnings (loss) per share is calculated using the two–class method, which proportionally allocates net income (loss) attributable to Prairie Operating Co. common stockholders between the Common Stock and the participating securities on an “as–converted” basis. However, the Series D Preferred Stock, RSU, and PSU holders do not have a contractual obligation to share in the Company’s losses, therefore, in periods of a net loss, no portion of such losses are allocated to the participating securities.

The following table presents the calculations of basic and diluted earnings (loss) per share for the periods presented:

		2025				2024				2025				2024
		Three Months Ended June 30,								Six Months Ended June 30,
		2025				2024				2025				2024
		(In thousands, except share amounts)
Basic:
Net income (loss) attributable to Prairie Operating Co. common stockholders		$	48,503			$	(8,514	)		$	(44,971	)		$	(17,551	)
Net income (loss) allocated to participating securities			(2,621	)			—				—				—
Net income (loss) attributable to Prairie Operating Co. common stockholders– basic		$	45,882			$	(8,514	)		$	(44,971	)		$	(17,551	)

Weighted average shares outstanding – basic			44,063,281				12,000,568				35,477,691				11,002,778

Basic earnings (loss) per share		$	1.04			$	(3.49	)		$	(1.27	)		$	(1.60	)

Diluted:
Net income (loss) attributable to Prairie Operating Co. common stockholders – basic		$	45,882			$	(8,514	)		$	(44,971	)		$	(17,550	)
Adjustment for Series F Preferred Stock dividends due to assumption all shares are converted			(12,820	)			—				—				—
Reallocated undistributed earnings for participating securities			2,621				—				—				—
Net income (loss) attributable to Prairie Operating Co. common stockholders– diluted		$	35,683			$	(8,514	)		$	(44,971	)		$	(17,551	)

Weighted average shares outstanding – basic			44,063,281				12,000,568				35,477,691				11,002,778
Effects of dilutive securities:
Series D Preferred Stock			1,196,336				—				—				—
Series F Preferred Stock ⁽¹⁾			153,105,590				—				—				—
Effects of dilutive securities ⁽¹⁾			153,105,590				—				—				—
Weighted average shares outstanding – diluted			198,365,207				12,000,568				35,477,691				11,002,778

Diluted earnings (loss) per share		$	0.18			$	(3.49	)		$	(1.27	)		$	(1.60	)

⁽¹⁾	Assumes the maximum number of converted shares using the Alternative Conversion at the NASDAQ minimum floor price, as defined in the Series F Certificate of Designation, as of June 30, 2025. Refer to Note 13 – Mezzanine Equity for a discussion of the Series F Preferred Stock.

The following table presents the potentially dilutive securities which were not included in the computation of diluted earnings (loss) per share for the periods presented because their inclusion would be anti–dilutive:

Schedule of Anti-dilutive securities

		2025				2024				2025				2024
		Three Months Ended June 30,								Six Months Ended June 30,
		2025				2024				2025				2024
Anti-dilutive securities:
Merger Options ⁽¹⁾			5,166,666				—				5,166,666				—
Restricted stock and performance stock units ⁽²⁾			928,811				1,057,771				928,811				1,057,771
Common stock warrants ⁽³⁾			380,059,188				11,939,698				380,059,188				11,939,698
Series D Preferred Stock			—				3,301,336				1,196,336				3,301,336
Series E Preferred Stock			—				4,000,000				—				4,000,000
Series F Preferred Stock ⁽⁴⁾			—				—				153,105,590				—
Anti-dilutive securities:			—				—				153,105,590				—

⁽¹⁾	The Merger Options became exercisable upon the closing of the Bayswater Acquisition on March 26, 2025. Refer to Note 15 – Common Stock Options and Warrants for a discussion of the Merger Options.
⁽²⁾	As of June 30, 2025 and 2024, all of the restricted stock and performance stock units presented were unvested. Refer to Note 16 – Long–Term Incentive Compensation for a discussion of the restricted stock units and performance stock units.
⁽³⁾	Includes the maximum amount of Series F Preferred Stock Warrants as of June 30, 2025, none of which have been issued. Refer to Note 15 – Common Stock Options and Warrants for a discussion of the Series F Preferred Stock Warrants.
⁽⁴⁾	Assumes the maximum number of converted shares using the Alternative Conversion at the NASDAQ minimum floor price, as defined in the Series F Certificate of Designation, as of June 30, 2025. Refer to Note 13 – Mezzanine Equity for a discussion of the Series F Preferred Stock.