PROP Prairie Operating Company

The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.

 NAME OF REPORTING PERSONS

 THRC Holdings, LP

 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*

 (a) ☐  (b) ☐

 SEC USE ONLY

 SOURCE OF FUNDS

 WC

 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)

 ☐

 CITIZENSHIP OR PLACE OF ORGANIZATION

 Texas

NUMBER OF

SHARES  BENEFICIALLY 

OWNED BY

EACH

REPORTING

PERSON

WITH

 SOLE VOTING POWER

 1,827,040 (1)

 SHARED VOTING POWER

 -0-

 SOLE DISPOSITIVE POWER

 1,827,040 (1)

 SHARED DISPOSITIVE POWER

 -0-

 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 1,827,040 (1)

 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*

 ☐

 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

 8.0% (2)

 TYPE OF REPORTING PERSON

 PN

THRC Holdings, LP, a Texas limited partnership (“THRC Holdings”), owns 1,827,040 shares of common stock, $0.01 par value per share (“Common Stock”), of Prairie Operating Co. (the “Issuer”). The general partner of THRC Holdings is THRC Management, LLC, a Texas limited liability company (“THRC Management”). Dan Wilks is the managing member of THRC Management.

Percentage based on 22,891,901 shares of Common Stock, which is the Reporting Persons’ best calculation of the current outstanding shares of the Issuer based on the following: (a) 12,564,861 shares of Common Stock outstanding as of August 8, 2024 (as reported in the Quarterly Report of the Issuer on Form 10-Q filed with the SEC on August 9, 2024), (b) 8,400,000 shares of Common Stock issued on August 15, 2024 to Narrogal Nominees PTY Ltd ATF Gregory K O’Neill Family Trust (as reported in a Form 4 filed with the SEC on August 19, 2024), (c) 100,000 shares of Common Stock issued on September 30, 2024 to YA II PN, LTD as a commitment fee (as reported in a Form 8-K of the Issuer filed with the SEC on October 4, 2024) and (d) 1,827,040 shares of Common Stock issued on September 30, 2024 to THRC Holdings by the Issuer in a private placement.

 NAME OF REPORTING PERSONS

 THRC Management, LLC

 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*

 (a) ☐  (b) ☐

 SEC USE ONLY

 SOURCE OF FUNDS

 OO

 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)

 ☐

 CITIZENSHIP OR PLACE OF ORGANIZATION

 Texas

NUMBER OF

SHARES  BENEFICIALLY 

OWNED BY

EACH

REPORTING

PERSON

WITH

 SOLE VOTING POWER

 1,827,040 (1)

 SHARED VOTING POWER

 -0-

 SOLE DISPOSITIVE POWER

 1,827,040 (1)

 SHARED DISPOSITIVE POWER

 -0-

 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 1,827,040 (1)

 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*

 ☐

 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

 8.0% (2)

 TYPE OF REPORTING PERSON

 OO

THRC Holdings owns 1,827,040 shares of Common Stock of Issuer. THRC Management is the general partner of THRC Holdings. Dan Wilks is the managing member of THRC Management.

Percentage based on 22,891,901 shares of Common Stock, which is the Reporting Persons’ best calculation of the current outstanding shares of the Issuer based on the following: (a) 12,564,861 shares of Common Stock outstanding as of August 8, 2024 (as reported in the Quarterly Report of the Issuer on Form 10-Q filed with the SEC on August 9, 2024), (b) 8,400,000 shares of Common Stock issued on August 15, 2024 to Narrogal Nominees PTY Ltd ATF Gregory K O’Neill Family Trust (as reported in a Form 4 filed with the SEC on August 19, 2024), (c) 100,000 shares of Common Stock issued on September 30, 2024 to YA II PN, LTD as a commitment fee (as reported in a Form 8-K of the Issuer filed with the SEC on October 4, 2024) and (d) 1,827,040 shares of Common Stock issued on September 30, 2024 to THRC Holdings by the Issuer in a private placement.

 NAME OF REPORTING PERSONS

 Dan Wilks

 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*

 (a) ☐  (b) ☐

 SEC USE ONLY

 SOURCE OF FUNDS

 OO

 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)

 ☐

 CITIZENSHIP OR PLACE OF ORGANIZATION

 United States of America

NUMBER OF

SHARES  BENEFICIALLY 

OWNED BY

EACH

REPORTING

PERSON

WITH

 SOLE VOTING POWER

 1,827,040 (1)

 SHARED VOTING POWER

 -0-

 SOLE DISPOSITIVE POWER

 1,827,040 (1)

 SHARED DISPOSITIVE POWER

 -0-

 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 1,827,040 (1)

 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*

 ☐

 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

 8.0% (2)

 TYPE OF REPORTING PERSON

  IN

THRC Holdings owns 1,827,040 shares of Common Stock of Issuer. THRC Management is the general partner of THRC Holdings. Dan Wilks is the managing member of THRC Management.

Percentage based on 22,891,901 shares of Common Stock, which is the Reporting Persons’ best calculation of the current outstanding shares of the Issuer based on the following: (a) 12,564,861 shares of Common Stock outstanding as of August 8, 2024 (as reported in the Quarterly Report of the Issuer on Form 10-Q filed with the SEC on August 9, 2024), (b) 8,400,000 shares of Common Stock issued on August 15, 2024 to Narrogal Nominees PTY Ltd ATF Gregory K O’Neill Family Trust (as reported in a Form 4 filed with the SEC on August 19, 2024), (c) 100,000 shares of Common Stock issued on September 30, 2024 to YA II PN, LTD as a commitment fee (as reported in a Form 8-K of the Issuer filed with the SEC on October 4, 2024) and (d) 1,827,040 shares of Common Stock issued on September 30, 2024 to THRC Holdings by the Issuer in a private placement.

Name of Issuer:

Address of Issuer’s Principal Executive Offices:

Name of Person Filing:

THRC Holdings, LP, a Texas limited partnership (“THRC Holdings”). THRC Management (as defined below) is the general partner of THRC Holdings.

THRC Management, LLC, a Texas limited liability company (“THRC Management”). Dan Wilks is the managing member of THRC Management.

Dan Wilks is the managing member of THRC Management.

Address of Principal Business Office or, if None, Residence:

Citizenship

THRC Holdings is a Texas limited partnership.

THRC Management is a Texas limited liability company.

Dan Wilks is a citizen of the United States.

Title of Class of Securities

CUSIP No.

If this statement is filed pursuant to Sec. 240.13d-1(b) or (c), check whether the person filing is a:

☐ Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);

☐ Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);

☐ Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);

☐ Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);

☐ An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);

☐ An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);

☐ A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);

☐ A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);

☐ A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);

☐ A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J);

☐ Group, in accordance with Sec. 240.13d-1(b)(1)(ii)(K).

Ownership

Ownership of Five Percent or Less of a Class.

Ownership of More than Five Percent on Behalf of Another Person.

Identification and Classification of Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company.

Identification and Classification of Members of the Group.

Notice of Dissolution of Group.

Certification

 /s/ Dan Wilks

 /s/ Dan Wilks

 /s/ Dan Wilks

/s/ Dan Wilks

/s/ Dan Wilks

/s/ Dan Wilks