UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 10-Q/A

(Amendment No. 1)

 

(Mark One)

 

☒

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

 

For the quarterly period ended: June 30, 2024

 

☐

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: 001-35922

 

ped_10qimg1.jpg

 

PEDEVCO CORP.

(Exact name of registrant as specified in its charter)

   

Texas

 

22-3755993

(State or other jurisdiction of incorporation or organization)

 

(I.R.S. Employer Identification No.)

 

575 N. Dairy Ashford, Suite 210, Houston, Texas

 

77079

(Address of principal executive offices)

 

(Zip Code)

 

(713) 221-1768

(Registrant’s telephone number, including area code)

 

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

 

Title of each class

Trading

Symbol(s)

Name of each exchange

on which registered

Common Stock, $0.001 par value per share

PED

NYSE American

 

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 ☒

 

At August 13, 2024, there were 89,285,267 shares of the Registrant’s common stock outstanding.

 

 

 

 

Explanatory Note

 

On August 14, 2024, PEDEVCO Corp. filed its Quarterly Report on Form 10-Q for the fiscal quarter ended June 30, 2024 (the “Original Form 10-Q”) with the U.S. Securities and Exchange Commission (the “SEC”).

 

The Original Form 10-Q failed to include certain required XBRL tagging and this Amendment No. 1 to Quarterly Report on Form 10-Q is being filed solely to include such XBRL tagging under Part II, Item 5. Other Information.

 

As such, this Amendment No. 1:

 

 

●

restates Part II, Item 5. Other Information of the Original Form 10-Q to include the required XBRL tagging; and

 

 

 

 

●

files new certifications of our principal executive officer and principal financial officer as exhibits to this Amendment under Item 6 of Part II hereof, pursuant to Rule 12b-15 under the Securities Exchange Act of 1934, as amended (the “Exchange Act”).

 

This Amendment No. 1 does not otherwise change or update any of the disclosures set forth in the Original Form 10-Q, as amended by Amendment No. 1, and does not reflect events occurring after the filing of the Original Form 10-Q.

 

 

 

 

PEDEVCO CORP.

 

TABLE OF CONTENTS

 

 

PART II – OTHER INFORMATION

 

 

Item 5.

Other Information

1

 

 

 

Item 6.

Exhibits

1

 

 

Signatures

2

 

 

 

Table of Contents

 

PART II - OTHER INFORMATION

 

ITEM 5. OTHER INFORMATION

 

(c) Rule 10b5-1 Trading Plans.

 

Our directors and executive officers may from time to time enter into plans or other arrangements for the purchase or sale of our shares that are intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) or may represent a non-Rule 10b5-1 trading arrangement under the Exchange Act. During the quarter ended June 30, 2024, none of the Company’s directors or officers (as defined in Rule 16a-1(f)) adopted or terminated any contract, instruction or written plan for the purchase or sale of Company securities that was intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) or any “non-Rule 10b5-1 trading arrangement”.

 

ITEM 6. EXHIBITS

 

The exhibits required to be filed by Item 6 are set forth in, and filed with or incorporated by reference in, the “Exhibit Index” of the Original Form 10-Q. The attached list of exhibits in the “Exhibit Index” sets forth the additional exhibits required to be filed with this Amendment No. 1 and is incorporated herein by reference in response to this item.

 

Exhibit

Number

 

Description

 

 

31.3*

 

Certification of Principal Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act

31.4*

 

Certification of Principal Accounting Officer pursuant to Section 302 of the Sarbanes-Oxley Act

101.INS

 

Inline XBRL Instance Document (filed herewith)

101.SCH

 

Inline XBRL Taxonomy Extension Schema With Embedded Linkbase Documents (filed herewith)

104

 

Cover Page Interactive Data File (embedded within the Inline XBRL document)

 

*

Filed herewith.

 

 
1

Table of Contents

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

 

PEDEVCO Corp.

 

 

 

 

May 9, 2025

By:

/s/ J. Douglas Schick

 

 

 

J. Douglas Schick

 

 

 

President, Chief Executive Officer, and Director

 

 

 

(Principal Executive Officer)

 

 

May 9, 2025

By:

/s/ Paul A. Pinkston

 

 

 

Paul A. Pinkston

 

 

 

Chief Accounting Officer

(Principal Financial and Accounting Officer)

 

 

 
2

 

nullnullv3.25.1
Cover - shares
 3 Months Ended
Jun. 30, 2024
Aug. 13, 2024
Cover [Abstract]    
Entity Registrant Name PEDEVCO CORP.  
Entity Central Index Key 0001141197  
Document Type 10-Q/A  
Amendment Flag true  
Current Fiscal Year End Date --12-31  
Entity Small Business true  
Entity Shell Company false  
Entity Emerging Growth Company false  
Entity Current Reporting Status Yes  
Document Period End Date Jun. 30, 2024  
Entity Filer Category Non-accelerated Filer  
Document Fiscal Period Focus Q2  
Document Fiscal Year Focus 2024  
Entity Common Stock Shares Outstanding   89,285,267
Entity File Number 001-35922  
Entity Incorporation State Country Code TX  
Entity Tax Identification Number 22-3755993  
Entity Address Address Line 1 575 N. Dairy Ashford  
Entity Address Address Line 2 Suite 210  
Entity Address City Or Town Houston  
Entity Address State Or Province TX  
Entity Address Postal Zip Code 77079  
City Area Code 713  
Local Phone Number 221-1768  
Security 12b Title Common Stock, $0.001 par value per share  
Trading Symbol PED  
Security Exchange Name NYSE  
Document Quarterly Report true  
Document Transition Report false  
Entity Interactive Data Current Yes  
Amendment Description On August 14, 2024, PEDEVCO Corp. filed its Quarterly Report on Form 10-Q for the fiscal quarter ended June 30, 2024 (the “Original Form 10-Q”) with the U.S. Securities and Exchange Commission (the “SEC”). The Original Form 10-Q failed to include certain required XBRL tagging and this Amendment No. 1 to Quarterly Report on Form 10-Q is being filed solely to include such XBRL tagging under Part II, Item 5. Other Information. As such, this Amendment No. 1:  ●restates Part II, Item 5. Other Information of the Original Form 10-Q to include the required XBRL tagging; and    ●files new certifications of our principal executive officer and principal financial officer as exhibits to this Amendment under Item 6 of Part II hereof, pursuant to Rule 12b-15 under the Securities Exchange Act of 1934, as amended (the “Exchange Act”). This Amendment No. 1 does not otherwise change or update any of the disclosures set forth in the Original Form 10-Q, as amended by Amendment No. 1, and does not reflect events occurring after the filing of the Original Form 10-Q.  
v3.25.1
Insider Trading Arrangements
 3 Months Ended
Jun. 30, 2024
Insider Trading Arrangement [Line Items]  
Rule 10b5-1 Arragement Adopted [Flag] false
Rule 10b5-1 Arragement Terminated [Flag] false
Non Rule 10b5-1 Arragement Adopted [Flag] false
Non Rule 10b5-1 Arragement Terminated [Flag] false
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