Ownership Submission

FORM 4

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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(Print or Type Responses)

1. Name and Address of Reporting Person ^*

Bluescape Riley Exploration Holdings LLC

2. Issuer Name and Ticker or Trading Symbol
Riley Exploration Permian, Inc. [REPX]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

_____ Director	__X__ 10% Owner
_____ Officer (give title below)	_____ Other (specify below)

(Last)

(First)

(Middle)

300 CRESCENT COURT, STE. 1860

3. Date of Earliest Transaction (Month/Day/Year)
04/08/2024

(Street)

DALLAS, TX 75201

4. If Amendment, Date Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)
___ Form filed by One Reporting Person
_X_ Form filed by More than One Reporting Person

(City)

(State)

(Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned

1.Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock, par value $0.001 per share ("Common Stock")	04/08/2024		S⁽¹⁾		700,000	D	$ 25.515 ⁽¹⁾	4,521,767 ⁽²⁾	I	See Footnotes ⁽³⁾ ⁽⁴⁾ ⁽⁵⁾ ⁽⁶⁾

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
	Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.		SEC 1474 (9-02)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)

1. Title of Derivative Security
(Instr. 3)

2. Conversion or Exercise Price of Derivative Security

3. Transaction Date (Month/Day/Year)

3A. Deemed Execution Date, if any (Month/Day/Year)

4. Transaction Code
(Instr. 8)

5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)

6. Date Exercisable and Expiration Date
(Month/Day/Year)

7. Title and Amount of Underlying Securities
(Instr. 3 and 4)

8. Price of Derivative Security
(Instr. 5)

9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)

10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)

11. Nature of Indirect Beneficial Ownership
(Instr. 4)

Code

(A)

(D)

Date Exercisable

Expiration Date

Title

Amount or Number of Shares

Reporting Owners

Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
Bluescape Riley Exploration Holdings LLC 300 CRESCENT COURT, STE. 1860 DALLAS, TX 75201		X
Bluescape Energy Recapitalization & Restructuring Fund III LP 300 CRESCENT COURT, STE. 1860 DALLAS, TX 75201		X
Bluescape Energy Partners III GP LLC 300 CRESCENT COURT, STE. 1860 DALLAS, TX 75201		X
Bluescape Resources GP Holdings LLC 300 CRESCENT COURT, STE. 1860 DALLAS, TX 75201		X
Bluescape Resources Co LLC 300 CRESCENT COURT, STE. 1860 DALLAS, TX 75201		X

Signatures

BLUESCAPE RILEY EXPLORATION HOLDINGS LLC, By: /s/ Jonathan Siegler, Name: Jonathan Siegler, Title: Managing Director and Chief Financial Officer		04/10/2024
^**Signature of Reporting Person		Date
BLUESCAPE ENERGY RECAPITALIZATION AND RESTRUCTURING FUND III LP, By: Bluescape Energy Partners III GP LLC, its general partner, By: /s/ Jonathan Siegler, Name: Jonathan Siegler, Title: Managing Director and Chief Financial Officer,		04/10/2024
^**Signature of Reporting Person		Date
BLUESCAPE ENERGY PARTNERS III GP LLC, By: /s/ Jonathan Siegler, Name: Jonathan Siegler, Title: Managing Director and Chief Financial Officer		04/10/2024
^**Signature of Reporting Person		Date
BLUESCAPE RESOURCES GP HOLDINGS LLC, By: /s/ Jonathan Siegler, Name: Jonathan Siegler, Title: Managing Director and Chief Financial Officer		04/10/2024
^**Signature of Reporting Person		Date
BLUESCAPE RESOURCES COMPANY LLC, /s/ C. John Wilder Jr., Name: C. John Wilder Jr., Title: Executive Chairman		04/10/2024
^**Signature of Reporting Person		Date
/s/ C. John Wilder Jr.		04/10/2024
^**Signature of Reporting Person		Date

Explanation of Responses:

*	If the form is filed by more than one reporting person, see Instruction 4(b)(v).
**	Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1)	The reported securities were sold in an underwritten public offering (the "Secondary Offering"). This reported price represents a public offering price of $27.00 per share of Common Stock of the Issuer, less an underwriting discount of $1.485 per share for shares sold in the Secondary Offering.
(2)	The reported securities are held directly by Bluescape Riley Exploration Holdings LLC ("Bluescape Riley Holdings").
(3)	Bluescape Energy Recapitalization and Restructuring Fund III LP, a Delaware limited partnership, owns 90.06% of the membership interests of Bluescape Riley Holdings. Bluescape Energy Recapitalization and Restructuring Fund III (IP) LP, a Delaware limited partnership, owns 7.51% of the membership interests of Bluescape Riley Holdings.
(4)	BERR III (ECI) (RE) Intermediate Holdco LLC, a Delaware limited liability company ("Bluescape ECI Holdco"), owns 1.05% of the membership interests of Bluescape Riley Holdings. BERR III (ECI) (RE) US Blocker LLC, a Delaware limited liability company ("Bluescape ECI Blocker"), owns 100% of the membership interests of Bluescape ECI Holdco, and BERR III (ECI) Offshore Intermediate LP, a Cayman Islands limited partnership ("Bluescape ECI Offshore Holdco"), owns 100% of the membership interests of Bluescape ECI Blocker. Bluescape Energy Recapitalization and Restructuring Fund III (ECI) LP, a Cayman Islands limited partnership, owns 100% of the limited partner interest of Bluescape ECI Offshore Holdco, and BERR III (ECI) Offshore GP LTD, a Cayman Islands limited partnership, owns 100% of the general partner interest of Bluescape ECI Offshore Holdco.
(5)	BERR III (TE) (RE) Intermediate Holdco LLC, a Delaware limited liability company ("Bluescape TE Holdco"), owns 1.38% of the membership interests of Bluescape Riley Holdings, and BERR III (TE) (RE) US Blocker LLC, a Delaware limited liability company ("Bluescape TE Blocker"), owns 100% of the membership interests of Bluescape TE Holdco. Bluescape Energy Recapitalization and Restructuring Fund III (TE) LP, a Delaware limited partnership, owns 100% of the membership interests of Bluescape TE Blocker.
(6)	Bluescape Resources Company LLC, a Delaware limited liability company ("Bluescape Resources"), owns 100% of the membership interests of Bluescape Energy Partners LLC, a Delaware limited liability company ("BEP"), and has the power to direct the affairs of BEP. Bluescape Resources also owns 100% of the membership interests of Bluescape Resources GP Holdings LLC, a Delaware limited liability company, which in turn owns 100% of the membership interests of Bluescape Energy Partners III GP LLC, a Delaware limited liability company. Mr. C. John Wilder Jr. has the power to direct the affairs of Bluescape Resources as its Executive Chairman.
Remarks: Each reporting person, with the exception of Bluescape Riley Holdings, states that neither the filing of this statement nor anything herein shall be deemed an admission that it is, for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or otherwise, the beneficial owner of these securities. Each reporting person, including Bluescape Riley Holdings, disclaims beneficial ownership of these securities, except to the extent of such reporting person's pecuniary interest in such securities.

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