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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549 |
SCHEDULE 13G
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UNDER THE SECURITIES EXCHANGE ACT OF 1934
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PRESIDIO PRODUCTION COMPANY (Name of Issuer) |
Class A common stock, $0.0001 par value per share (Title of Class of Securities) |
74102N101 (CUSIP Number) |
03/31/2026
(Date of Event Which Requires Filing of this Statement)
| Check the appropriate box to designate the rule pursuant to which this Schedule is filed: |
 Rule 13d-1(b)
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| Rule 13d-1(c)
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 Rule 13d-1(d)
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SCHEDULE 13G
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| CUSIP Number(s): | 74102N101 |
| 1 | Names of Reporting Persons
MORGAN STANLEY | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
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| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
DELAWARE
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| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
1,717,391.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
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| 11 | Percent of class represented by amount in row (9)
6.2 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
CO, HC |
Comment for Type of Reporting Person: (1) The amount beneficially owned excludes 1,000,000 shares of Class B common stock, par value $0.0001 per share ("Class B Common Stock") held directly by NH Presidio (as defined herein), which NH Presidio may exchange for, at the Issuer's option, (i) shares of Class A common stock, par value $0.0001 per share ("Class A Common Stock"), on a one-for-one basis, or (ii) a corresponding amount of cash. Because the Issuer retains the right to exchange the Class B Common Stock for cash, the Reporting Persons (as defined herein) do not deem themselves a beneficial owner of the underlying shares of Class A Common Stock.
(2) The percent of class is calculated based on 27,652,068 shares of Class A Common Stock outstanding as of March 4, 2026, as reported in the Issuer's current report on Form 8-K filed with the Securities and Exchange Commission (the "SEC") on March 9, 2026.
SCHEDULE 13G
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| CUSIP Number(s): | 74102N101 |
| 1 | Names of Reporting Persons
MS Capital Partners Adviser Inc. | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
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| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
DELAWARE
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| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
1,717,391.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
| ||||||||
| 11 | Percent of class represented by amount in row (9)
6.2 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
CO |
Comment for Type of Reporting Person: (1) The amount beneficially owned excludes 1,000,000 shares of Class B Common Stock held directly by NH Presidio, which NH Presidio may exchange for, at the Issuer's option, (i) shares of Class A Common Stock, on a one-for-one basis, or (ii) a corresponding amount of cash. Because the Issuer retains the right to exchange the Class B Common Stock for cash, the Reporting Persons do not deem themselves a beneficial owner of the underlying shares of Class A Common Stock.
(2) The percent of class is calculated based on 27,652,068 shares of Class A Common Stock outstanding as of March 4, 2026, as reported in the Issuer's current report on Form 8-K filed with the SEC on March 9, 2026.
SCHEDULE 13G
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| CUSIP Number(s): | 74102N101 |
| 1 | Names of Reporting Persons
MS Energy Partners GP LP | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
| ||||||||
| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
CAYMAN ISLANDS
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| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
1,717,391.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
| ||||||||
| 11 | Percent of class represented by amount in row (9)
6.2 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
PN |
Comment for Type of Reporting Person: (1) The amount beneficially owned excludes 1,000,000 shares of Class B Common Stock held directly by NH Presidio, which NH Presidio may exchange for, at the Issuer's option, (i) shares of Class A Common Stock, on a one-for-one basis, or (ii) a corresponding amount of cash. Because the Issuer retains the right to exchange the Class B Common Stock for cash, the Reporting Persons do not deem themselves a beneficial owner of the underlying shares of Class A Common Stock.
(2) The percent of class is calculated based on 27,652,068 shares of Class A Common Stock outstanding as of March 4, 2026, as reported in the Issuer's current report on Form 8-K filed with the SEC on March 9, 2026.
SCHEDULE 13G
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| CUSIP Number(s): | 74102N101 |
| 1 | Names of Reporting Persons
NH Presidio Investments LLC | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
| ||||||||
| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
DELAWARE
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
1,717,391.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
| ||||||||
| 11 | Percent of class represented by amount in row (9)
6.2 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
OO |
Comment for Type of Reporting Person: (1) The amount beneficially owned excludes 1,000,000 shares of Class B Common Stock held directly by the Reporting Person, which the Reporting Person may exchange for, at the Issuer's option, (i) shares of Class A Common Stock on a one-for-one basis, or (ii) a corresponding amount of cash. Because the Issuer retains the right to exchange the Class B Common Stock for cash, the Reporting Persons do not deem themselves a beneficial owner of the underlying shares of Class A Common Stock.
(2) The percent of class is calculated based on 27,652,068 shares of Class A Common Stock outstanding as of March 4, 2026, as reported in the Issuer's current report on Form 8-K filed with the SEC on March 9, 2026.
SCHEDULE 13G
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| Item 1. | ||
| (a) | Name of issuer:
PRESIDIO PRODUCTION COMPANY | |
| (b) | Address of issuer's principal executive offices:
500 W. 7th Street, Suite 1500, Fort Worth, Texas 76102 | |
| Item 2. | ||
| (a) | Name of person filing:
This Statement is filed on behalf of each of the following persons (collectively, the "Reporting Persons"):
i) Morgan Stanley;
ii) MS Capital Partners Adviser Inc. ("MS Capital");
iii) MS Energy Partners GP LP ("MS Energy"); and
iv) NH Presidio Investments LLC ("NH Presidio").
NH Presidio is majority-owned by various investment vehicles that are managed by MS Capital and for which MS Energy serves as general partner. Morgan Stanley is the ultimate parent of MS Capital and MS Energy. | |
| (b) | Address or principal business office or, if none, residence:
The address of the principal business office of Morgan Stanley, MS Capital, and MS Energy is 1585 Broadway, New York, NY 10036.
The address of the principal business office of NH Presidio is 1633 Broadway, New York, NY 10019. | |
| (c) | Citizenship:
i) Morgan Stanley is a Delaware corporation;
ii) MS Capital is a Delaware corporation;
iii) MS Energy is a Cayman Islands limited partnership; and
iv) NH Presidio is a Delaware limited liability company. | |
| (d) | Title of class of securities:
Class A common stock, $0.0001 par value per share | |
| (e) | CUSIP Number(s):
74102N101 | |
| Item 3. | If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a: | |
| (a) | Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
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| (b) | Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
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| (c) | Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
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| (d) | Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
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| (e) | An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
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| (f) | An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
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| (g) | A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
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| (h) | A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
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| (i) | 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);
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| (j) | A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J),
please specify the type of institution: | |
| (k) | Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
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| Item 4. | Ownership | |
| (a) | Amount beneficially owned:
See the responses to Item 9 on the attached cover pages. | |
| (b) | Percent of class:
See the responses to Item 11 on the attached cover pages. | |
| (c) | Number of shares as to which the person has:
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| (i) Sole power to vote or to direct the vote:
See the responses to Item 5 on the attached cover pages. | ||
| (ii) Shared power to vote or to direct the vote:
See the responses to Item 6 on the attached cover pages. | ||
| (iii) Sole power to dispose or to direct the disposition of:
See the responses to Item 7 on the attached cover pages. | ||
| (iv) Shared power to dispose or to direct the disposition of:
See the responses to Item 8 on the attached cover pages. | ||
| Item 5. | Ownership of 5 Percent or Less of a Class. | |
Not Applicable
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| Item 6. | Ownership of more than 5 Percent on Behalf of Another Person. | |
Not Applicable
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| Item 7. | Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person. | |
If a parent holding company has filed this schedule, pursuant to Rule 13d-1(b)(ii)(G), so indicate under Item 3(g) and attach an exhibit stating the identity and the Item 3 classification of the relevant subsidiary. If a parent holding company has filed this schedule pursuant to Rule 13d-1(c) or Rule 13d-1(d), attach an exhibit stating the identification of the relevant subsidiary.
See Exhibit 99.2 | ||
| Item 8. | Identification and Classification of Members of the Group. | |
Not Applicable
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| Item 9. | Notice of Dissolution of Group. | |
Not Applicable
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| Item 10. | Certifications: |
Not Applicable
* In Accordance with the Securities and Exchange Commission Release No. 34-39538 (January 12, 1998) (the "Release"), this filing reflects the securities beneficially owned, or that may be deemed to be beneficially owned, by certain operating units (collectively, the "MS Reporting Units") of Morgan Stanley and its subsidiaries and affiliates (collectively, "MS"). This filing does not reflect securities, if any, beneficially owned by any operating units of MS whose ownership of securities is disaggregated from that of the MS Reporting Units in accordance with the Release. |
| SIGNATURE | |
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
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Exhibit Information
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EXHIBIT NO. EXHIBITS
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99.1 Joint Filing Agreement
99.2 Item 7 Information
* Attention. Intentional misstatements or omissions of fact constitute federal
criminal violations (see 18 U.S.C. 1001). |