As filed with the Securities and Exchange Commission on June 26, 2022
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549
                                    FORM 11-K
      / x /       ANNUAL REPORT PURSUANT TO SECTION 15(D) OF THE
                         SECURITIES EXCHANGE ACT OF 1934
                   For the fiscal year ended December 31, 2021
                                       OR
      /   /     TRANSITION REPORT PURSUANT TO SECTION 15(D) OF THE
                         SECURITIES EXCHANGE ACT OF 1934
                  For the transition period from _____ to _____
                         Commission File No. 333-39249
A.    Full title of the plan and the address of the plan, if different from that
of the issuer named below:
                 PIONEER NATURAL RESOURCES USA, INC. 401(K) PLAN
B.    Name of issuer of the securities held pursuant to the plan and the address
of its principal executive officer:
                        Pioneer Natural Resources Company
                          5205 North O'Connor Boulevard
                            1400 Williams Square West
                               Irving, Texas 75039

                       PIONEER NATURAL RESOURCES USA, INC.
                                   401(k) PLAN
                 Financial Statements and Supplemental Schedules
                           December 31, 2021 and 1996
                   (With Independent Auditors' Report Thereon)

                          Independent Auditors' Report
To the Participants and Administrator
   of Pioneer Natural Resources USA, Inc.
   401(k) Plan:
We have audited the accompanying statements of net assets available for benefits
of Pioneer  Natural  Resources USA, Inc. 401(k) Plan (the "Plan") as of December
31, 1997 and 1996, and the related statements of changes in net assets available
for  benefits  for the years then  ended.  These  financial  statements  are the
responsibility  of the Plan's  management.  Our  responsibility is to express an
opinion on these financial statements based on our audits.
We  conducted  our  audits  in  accordance  with  generally   accepted  auditing
standards.  Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of material
misstatement.  An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements.  An audit also includes
assessing the  accounting  principles  used and  significant  estimates  made by
management,  as well as evaluating the overall financial statement presentation.
We believe that our audits provide a reasonable basis for our opinion.
In our opinion, the financial  statements,  referred to above present fairly, in
all material  respects,  the net assets available for benefits of the Plan as of
December 31, 2021 and 1996, and the changes in net assets available for benefits
for the years  then  ended in  conformity  with  generally  accepted  accounting
principles.
Our  audits of the Plan's  financial  statements  as of and for the years  ended
December  31,  2021 and 1996 were made for the  purpose of forming an opinion on
the financial statements taken as a whole. The supplemental schedules,  Item 27a
- - Schedule of Assets Held for  Investment  Purposes as of December  31, 2021 and
Item 27d - Schedule of Reportable  Transactions  for the year ended December 31,
1997 are presented for the purpose of additional analysis and are not a required
part  of the  basic  financial  statements,  but are  supplementary  information
required by the  Department of Labor's Rules and  Regulations  for Reporting and
Disclosure under the Employee  Retirement  Income Security Act of 1974. The Fund
Information in the statements of changes in net assets available for benefits is
presented for purposes of additional analysis rather than to present the changes
in net  assets  available  for plan  benefits  of each  fund.  The  supplemental
schedules and Fund  Information  have been subjected to the auditing  procedures
applied  in the audits of the basic  financial  statements  for the years  ended
December  31,  2021 and 1996  and,  in our  opinion,  are  fairly  stated in all
material  respects  in  relation to the basic  financial  statements  taken as a
whole.
                                                  KPMG Peat Marwick LLP
Midland, Texas
June 12, 2022
                                        3

                       PIONEER NATURAL RESOURCES USA, INC.
                                   401(k) PLAN
                 Statements of Net Assets Available for Benefits
                           December 31, 2021 and 1996
                                                         1997           1996
                                                     -----------    -----------
ASSETS
   Investments at fair value (Note 3):
     Vanguard Money Market Reserves - Prime
        Portfolio - 6,920,007 shares in 1997
        and 1,676,031 shares in 1996 (cost
        approximates fair value)                     $ 6,920,007    $ 1,676,031
     Mutual Funds:
        Vanguard Fixed Income Fund - ST Corporate
           Portfolio - 512,013 shares in 1997 and
           151,446 shares in 1996 (cost $5,516,188
           and $1,618,677, respectively)               5,536,114      1,675,599
        Vanguard Index Trust 500 Portfolio - 40,837
           shares in 1997 and 30,377 shares in 1996
           (cost $2,872,952 and $1,940,961,
           respectively)                               3,680,362      2,176,174
        Vanguard Primecap Fund - 156,311 shares in
           1997 and 126,396 shares in 1996 (cost
           $4,845,166 and $3,602,651, respectively)    6,188,725      3,930,332
        Vanguard Windsor II - 254,464 shares in 1997
           and 215,791 shares in 1996 (cost
           $6,128,990 and $4,899,500, respectively)    7,286,947      5,288,299
        Vanguard International Growth Portfolio -
           22,235 shares in 1997 and 7,111 shares
           in 1996 (cost $380,071 and $117,240,
           respectively)                                 364,755        131,204
        Sarofim Equity Fund - 916,548 shares in 1997
           (cost $35,277,286)                         35,727,154             -
                                                      ----------     ----------
                                                      58,784,057     13,201,608
     Pioneer Natural Resources Stable Value Fund
        (cost approximates fair value)                 3,178,713      3,795,294
     Pioneer Natural Resources Stock Fund - 94,711
        shares in 1997 and 66,622 shares in 1996
        (cost $2,415,438 and $1,457,572,
        respectively)                                  2,740,713      2,463,044
     Participants' loans (unpaid principal balance
        approximates fair value)                       1,538,357        893,759
                                                      ----------     ----------
        Net assets available for benefits            $73,161,847    $22,029,736
                                                     ===========    ===========
See accompanying notes to financial statements.
                                        4

PIONEER NATURAL RESOURCES USA, INC. 401(k) PLAN Statement of Changes in Net Assets Available for Benefits (continued) For the year ended December 31, 2021 Mutual Funds --------------------------------------------------------------------------- Vanguard Fixed Income Vanguard Vanguard VMMR Fund - ST Index Vanguard International Sarofim Prime Corporate Trust 500 Primecap Vanguard Growth Equity Portfolio Portfolio Portfolio Fund Windsor II Portfolio Fund ---------- ---------- ---------- ---------- ---------- --------- ----------- Additions to net assets attributed to: Investment income $ 125,057 $ 176,827 $ 84,758 $ 222,360 $ 659,604 $ 15,336 $ 8,005 Employer contributions 101,571 58,668 100,489 153,602 180,227 21,276 - Employee contributions 451,351 284,119 542,391 635,781 755,218 131,538 241,281 Transfers from other plans 4,728,468 3,528,089 - - - - 35,419,100 Loan payments 81,688 40,610 62,120 128,600 141,128 4,152 750 Net appreciation in fair value of investments - 11,267 728,875 1,260,371 1,085,522 - 450,231 --------- --------- --------- --------- --------- -------- ----------- Total additions 5,488,135 4,099,580 1,518,633 2,400,714 2,821,699 172,302 36,119,367 --------- --------- --------- --------- --------- -------- ----------- Deductions from net assets attributed to: Employee loans 76,577 71,653 103,343 169,886 188,334 7,761 333,687 Distributions to participants 276,375 80,913 104,683 176,923 373,691 13,112 - Other deductions 860 540 - 40 300 40 - Net depreciation in fair value of investments - - - - - 13,464 - --------- --------- --------- --------- -------- -------- --------- Total deductions 353,812 153,106 208,026 346,849 562,325 34,377 333,687 --------- --------- --------- --------- -------- -------- --------- Net increase (decrease) prior to interfund transfers 5,134,323 3,946,474 1,310,607 2,053,865 2,259,374 137,925 35,785,680 Interfund transfers 109,653 (85,959) 193,581 204,528 (260,726) 95,626 (58,526) --------- ---------- --------- --------- -------- -------- ---------- Net increase (decrease) 5,243,976 3,860,515 1,504,188 2,258,393 1,998,648 233,551 35,727,154 Net assets available for benefits: Beginning of year 1,676,031 1,675,599 2,176,174 3,930,332 5,288,299 131,204 - --------- --------- --------- --------- --------- -------- ---------- End of year $6,920,007 $5,536,114 $3,680,362 $6,188,725 $7,286,947 $ 364,755 $35,727,154 ========= ========= ========= ========= ========= ========= ========== See accompanying notes to financial statements.
5a
PIONEER NATURAL RESOURCES USA, INC. 401(k) PLAN Statement of Changes in Net Assets Available for Benefits For the year ended December 31, 2021 Pioneer Pioneer Natural Natural Resources Resources Participant Stable Stock Loans Value Fund Fund Receivable Total ---------- ---------- ----------- ---------- Additions to net assets attributed to: Investment income $ 239,065 $ 8,529 $ 99,402 $ 1,638,943 Employer contributions - 629,404 - 1,245,237 Employee contributions - 22,228 - 3,063,907 Transfers from other plans - - - 43,675,657 Loan payments - 52 (459,100) - Net appreciation in fair value of investments - - - 3,536,266 --------- --------- ---------- ---------- Total additions 239,065 660,213 (359,698) 53,160,010 --------- --------- ---------- ---------- Deductions from net assets attributed to: Employee loans 88,875 889 (1,041,005) - Distributions to participants 238,428 108,770 36,709 1,409,604 Other deductions - - - 1,780 Net depreciation in fair value of investments - 603,051 - 616,515 --------- --------- ---------- ---------- Total deductions 327,303 712,710 (1,004,296) 2,027,899 --------- --------- ---------- ---------- Net increase (decrease) prior to interfund transfers (88,238) (52,497) 644,598 51,132,111 Interfund transfers (528,343) 330,166 - - --------- --------- ---------- ---------- Net increase (decrease) (616,581) 277,669 644,598 51,132,111 Net assets available for benefits: Beginning of year 3,795,294 2,463,044 893,759 22,029,736 --------- --------- ---------- ---------- End of year $3,178,713 $2,740,713 $ 1,538,357 $73,161,847 ========= ========= ========== ========== See accompanying notes to financial statements. 5b
PIONEER NATURAL RESOURCES USA, INC. 401(k) PLAN Statement of Changes in Net Assets Available for Benefits For the year ended December 31, 2021 Texas Commerce Bank, N.A. ----------------------------------------------------------------------------------------------------- Mutual Funds ------------------------------------- Participant Cash Money Stock Balanced Growth Investment Securities Loans and Cash Market Fund Fund Fund Fund Contracts Fund Receivable Equivalents ----------- ----------- ----------- ----------- ----------- ----------- ---------- ----------- Additions to net assets attributed to: Investment income (expense) $ 36,179 $ 43,875 $ 83,248 $ 2,335 $ 157,388 $ 3,114 $ 11,388 $ 147 Employer contributions 18,208 109,595 78,103 87,166 52,290 172,737 - - Employee contributions 45,912 294,149 212,287 234,812 133,846 - - - Transfers from other plans 7,024 4,628 5,714 4,514 2,789 - (123,012) - Loan payments 2,332 12,332 10,839 16,463 11,411 - (53,377) - Net appreciation in fair value of investments - 204,947 44,219 228,033 - 368,089 - - ---------- ---------- ---------- ---------- ---------- ---------- -------- ---------- Total additions 109,655 669,526 434,410 573,323 357,724 543,940 165,001) 147 ---------- ---------- ---------- ---------- ---------- ---------- -------- ---------- Deductions from net assets attributed to: Employee loans 9,179 9,979 6,913 - 36,386 - (62,457) - Distributions to participants 291,865 715,909 399,305 407,107 900,328 165,830 - 85,595 Net depreciation in fair value of investments - - - - - 88,726 - - ---------- ---------- ---------- ---------- ---------- ---------- -------- ---------- Total deductions 301,044 725,888 406,218 407,107 936,714 254,556 (62,457) 85,595 ---------- ---------- ---------- ---------- ---------- ---------- -------- ---------- Net increase (decrease) prior to interfund transfers (191,389) (56,362) 28,192 166,216 (578,990) 289,384 (102,544) (85,448) Asset transfers between trustees (1,387,278) (4,821,709) (3,205,516) (3,334,155) (4,209,545) (1,541,179) (259,674) 9,713 Interfund transfers 6,011 131,597 110,568 102,541 680,757 21,566 - (1,053,040) ---------- ---------- ---------- ---------- ---------- ---------- -------- ---------- Net increase (decrease) (1,572,656) (4,746,474) (3,066,756) (3,065,398) (4,107,778) (1,230,229) (362,218) (1,128,775) Net assets available for benefits: Beginning of year 1,572,656 4,746,474 3,066,756 3,065,398 4,107,778 1,230,229 362,218 1,128,775 ---------- ---------- ---------- ---------- ---------- ---------- -------- ---------- End of year $ - $ - $ - $ - $ - $ - $ - $ - ========== ========== ========== ========== ========== ========== ======== ==========
See accompanying notes to financial statements. 6 PIONEER NATURAL RESOURCES USA, INC. 401(k) PLAN Statement of Changes in Net Assets Available for Benefits (continued) For the year ended December 31, 2021 Vanguard Fiduciary Trust Company ---------------------------------------------------------------------------- Mutual Funds ---------------------------------------------------------------- Vanguard Fixed Vanguard Vanguard VMMR Income Index Vanguard International Prime Securities Trust 500 Primecap Vanguard Growth Portfolio Fund Portfolio Fund Windsor II Portfolio ---------- ---------- ---------- --------- ---------- ---------- Additions to net assets attributed to: Investment income $ 38,962 $ 51,017 $ 29,998 $ 95,310 $ 320,549 $ 4,522 Employer contributions 187,574 82,447 124,149 216,816 248,536 24,394 Employee contributions 162,222 98,577 139,606 251,351 285,572 32,247 Transfers from other plans 16,970 56,420 118,491 135,315 16,725 - Loan payments 22,954 9,625 11,166 24,723 27,136 52 Net appreciation in fair value of investments - 11,307 171,532 207,224 291,706 - --------- -------- -------- --------- --------- -------- Total additions 428,682 309,393 594,942 930,739 1,190,224 61,215 --------- -------- -------- --------- --------- ------- Deductions from net assets attributed to: Employee loans 42,056 70,951 76,337 179,115 263,970 399 Distributions to participants 82,541 85,348 91,476 147,794 363,493 507 Net depreciation in fair value of investments - - - - - 158 --------- -------- -------- --------- --------- -------- Total deductions 124,597 156,299 167,813 326,909 627,463 1,064 --------- -------- -------- --------- --------- -------- Net increase (decrease) prior to interfund transfers 304,085 153,094 427,129 603,830 562,761 60,151 Asset transfers between trustees 1,373,024 1,601,242 1,601,235 3,335,346 4,747,045 - Interfund transfers (1,078) (78,737) 147,810 (8,844) (21,507) 71,053 --------- -------- -------- --------- --------- -------- Net increase (decrease) 1,676,031 1,675,599 2,176,174 3,930,332 5,288,299 131,204 Net assets available for benefits: Beginning of year - - - - - - --------- -------- --------- --------- --------- -------- End of year $1,676,031 $1,675,599 $2,176,174 $3,930,332 $5,288,299 $ 131,204 ========= ========= ========= ========= ========= ======== See accompanying notes to financial statements. 7a
PIONEER NATURAL RESOURCES USA, INC. 401(k) PLAN Statement of Changes in Net Assets Available for Benefits For the year ended December 31, 2021 Vanguard Fiduciary Trust Company ------------------------------------------------- Investment P&P; Participant Contracts Securities Loans Fund Fund Receivable Total ---------- ---------- ---------- ---------- Additions to net assets attributed to: Investment income $ 170,994 $ 2,928 $ 13,685 $ 1,065,639 Employer contributions (3,557) 370,493 - 1,768,951 Employee contributions - - - 1,890,581 Transfers from other plans - - - 245,578 Loan payments 16 - (95,672) - Net appreciation in fair value of investments - 602,119 - 2,129,176 --------- --------- -------- ---------- Total additions 167,453 975,540 (81,987) 7,099,925 --------- --------- -------- ---------- Deductions from net assets attributed to: Employee loans 130,133 - (762,961) - Distributions to participants 399,780 94,193 30,518 4,261,589 Net depreciation in fair value of investments - - - 88,884 --------- --------- -------- ---------- Total deductions 529,913 94,193 (732,443) 4,350,473 --------- --------- -------- ---------- Net increase (decrease) prior to interfund transfers (362,460) 881,347 650,456 2,749,452 Asset transfers between trustees 4,266,451 1,581,697 243,303 - Interfund transfers (108,697) - - - --------- --------- -------- ---------- Net increase (decrease) 3,795,294 2,463,044 893,759 2,749,452 Net assets available for benefits: Beginning of year - - - 19,280,284 --------- --------- -------- ---------- End of year $3,795,294 $2,463,044 $ 893,759 $22,029,736 ========= ========= ======== ========== See accompanying notes to financial statements. 7b
PIONEER NATURAL RESOURCES USA, INC. 401(k) PLAN NOTES TO FINANCIAL STATEMENTS December 31, 2021 and 1996 Note 1. Description of Plan The following brief description of the Pioneer Natural Resources USA, Inc. 401(k) Plan (the "Plan") provides only general information. Participants should refer to the booklet entitled "The Pioneer Benefits Package: Imagine the Peace of Mind" for a complete description of the Plan, a copy of which is available to each participant from the Pioneer Natural Resources USA, Inc. 401(k) Plan Committee (the "Plan Administrator"). The Plan is subject to the provisions of the Employee Retirement Income Security Act of 1974 ("ERISA"). General Parker & Parsley Petroleum Company merged with MESA Inc. ("Mesa") during August 1997, creating a new company, Pioneer Natural Resources Company (collectively, the "Company"). As a result of the merger, the Parker & Parsley Retirement Savings Plan became Pioneer Natural Resources USA, Inc. 401(k) Plan effective October 1, 2021 and the Mesa Profit Sharing Plan merged into the Pioneer Natural Resources USA, Inc. 401(k) Plan on October 1, 1997. Net assets transferred in were recorded at fair value on the date of transfer. The Plan is a defined contribution plan established under the Internal Revenue Code Section 401 on January 1, 2022 covering all employees of Pioneer Natural Resources USA, Inc. ("the Employer"), a wholly-owned subsidiary of the Company and its successor or successors. Regular full-time employees and part-time employees are eligible to participate on the first day of the month following their date of hire. Certain administrative functions such as maintenance of account balances and allocation of earnings were performed by the Wyatt Company for the period January 1, 2022 through June 28, 2022 and by the Vanguard Group for the period June 29, 2022 through December 31, 1997. Contributions Prior to October 1, 1997, participants of the Plan contributed an amount of not less than 2% nor more than 15% of their annual salary. The Company matched 100% of the first 6% of the Plan participant's compensation through September 30, 1997. The Company's contributions were made in the form of cash or in common stock, or in a combination of cash and common stock. Effective October 1, 1997, participants may contribute an amount of not less than 2% nor more than 12% of their annual salary. The Employer match is contributed in cash to the Pioneer Natural Resources USA, Inc. Matching Plan at an amount equal to 200% of the first 5% of basic compensation contributed by the Plan participants. 8 PIONEER NATURAL RESOURCES USA, INC. 401(k) PLAN NOTES TO FINANCIAL STATEMENTS December 31, 2021 and 1996 Note 1. Description of Plan (continued) Participant Accounts Each participant's account is credited with the participant's contributions and an allocation of Plan earnings. Plan earnings are allocated to each participant's account in proportion to their fund balance relative to the total fund balance. Investment Options During the Plan year ended December 31, 1997, participants were able to allocate their contributions among the following investment options: o Vanguard Money Market Reserves - Prime Portfolio - Seeks to provide high income and a stable share price of $1 by investing in short-term, high quality money market instruments issued by financial institutions, nonfinancial corporations, the U.S. government and federal agencies. o Vanguard Fixed Income Fund - ST Corporate Portfolio - Seeks to provide income while maintaining a high degree of stability of principal by investing in short-term bonds, including high-quality corporate and U.S. Treasury securities. o Vanguard Index Trust - 500 Portfolio - Seeks to provide long-term growth of capital and income from dividends by holding all of the 500 stocks that make up the unmanaged Standard & Poor's 500 Composite Stock Price Index, a widely recognized benchmark of U.S. stock market performance. o Vanguard Primecap Fund - Seeks long-term growth of capital by investing in stocks of companies with above-average prospects for continued earnings growth, strong industry positions and skilled management teams. o Vanguard/Windsor II - Seeks to provide long-term growth of capital and income from dividends by investing in a diversified group of out-of-favor stocks of large-capitalization companies. The stocks generally sell at prices below the overall market average compared to their dividend income and future return potential. o Vanguard International Growth Portfolio - Seeks to provide long-term growth of capital by investing in stocks of high-quality, seasoned companies based outside the United States. Stocks are selected from more than 15 countries. 9 PIONEER NATURAL RESOURCES USA, INC. 401(k) PLAN NOTES TO FINANCIAL STATEMENTS December 31, 2021 and 1996 Note 1. Description of Plan (continued) o Sarofim Equity Fund - Seeks to provide high growth of capital by investing in a broadly diversified portfolio of large companies. Income is a secondary goal. o Pioneer Natural Resources Stable Value Fund - Seeks to provide a high level of income and a stable unit value of $1 in most cases. o Pioneer Natural Resources Stock Fund - The Pioneer Natural Resources Stock Fund is designed to provide long-term growth of capital through increases in the value of the common stock and the dividends paid on the stock. Dividends are reinvested to purchase more shares. Vesting Participants are immediately vested in their voluntary contributions plus actual earnings thereon. Vesting in the remainder of their accounts is based upon years of continuous service. A participant is fully vested in the Employer matching contributions after four years of service. Vesting in the profit sharing contributions occurs after five years of service. Payments of Benefits If the total value of the vested portion of the participant's account is $3,500 ($5,000 commencing January 1, 2022) or less, payment will be made in one lump sum as soon as administratively possible. If the total value of the vested portion of the participant's account exceeds $3,500 ($5,000 commencing January 1, 1998), and the participant has not yet reached age 70-1/2, payment will be in one lump sum at age 70-1/2 unless the participant consents to an earlier distribution date by filing a written request to the Plan Administrator within 90 days prior to the date the participant wishes to receive the distribution. If the total value of the vested portion of the participant's account exceeds $3,500 ($5,000 commencing January 1, 2022) the participant has the right to defer payment of their account until age 70- 1/2. A participant's beneficiary will receive the participant's account balance in the event of a participant's death. Amounts due to participants terminating during the year have been accrued as a liability for purposes of Internal Revenue Service Form 5500. As of December 31, 2021 and 1996, assets of $237,736 and $46,113, respectively, were reserved for terminated participants and were distributed subsequent to each year end. 10 PIONEER NATURAL RESOURCES USA, INC. 401(k) PLAN NOTES TO FINANCIAL STATEMENTS December 31, 2021 and 1996 Note 1. Description of Plan (continued) Withdrawal of Benefits Employees may withdraw their vested interest in the Plan under certain hardship conditions as defined in the Plan agreement. Terminated participants may also withdraw their vested interest in the Plan. Plan Termination Although it has not expressed any intent to do so, the Employer has the right under the Plan to discontinue its contributions at any time and to terminate the Plan subject to the provisions of ERISA. In the event of the Plan's termination, participants will become fully vested in their accounts. Note 2. Summary of Significant Accounting Policies Basis of Presentation The accompanying financial statements have been prepared on the accrual basis of accounting. Trust Accounting The Plan's assets were held with Texas Commerce Bank, a national banking association from January 1, 2022 through June 28, 1996. On June 29, 1996, the assets of the Plan were transferred to Vanguard Fiduciary Trust Company (the "Trustee"). The assets received by the Trustee shall constitute one common fund and may be commingled with the assets of other Company affiliates that have adopted and are participating in the Plan. Investment Valuation Investments are valued at fair value as determined by the Trustee. Fair value is determined as follows: 1) Investments in securities traded on national securities exchanges are valued at the last reported sales price on the last business day of the year; 2) Securities traded on over-the-counter markets and listed securities for which no sales were reported on that date; if any, are valued at the mean between the last reported bid and asked prices; and 11 PIONEER NATURAL RESOURCES USA, INC. 401(k) PLAN NOTES TO FINANCIAL STATEMENTS December 31, 2021 and 1996 Note 2. Summary of Significant Accounting Policies (continued) 3) Investments in restricted securities and other security investments, if any, not having an established market are valued at fair value as determined by the investment manager of the trust. 4) Investments in guaranteed investment contracts with insurance companies are valued at contract value, which approximates fair value. 5) Participant loans receivable are valued at their unpaid principal balance which approximates fair value. Security Transactions and Investment Income Security transactions are accounted for on a trade-date basis. Expenses incurred with transactions, if any, are added to the purchase price or deducted from the selling price at the time of the transactions. Dividend income is recorded on the ex-dividend date. Income from other investments is recorded as earned on an accrual basis. Use of Estimates The preparation of financial statements in conformity with generally accepted accounting principles requires the Plan Administrator to make estimates and assumptions that affect the reported amounts of net assets available for benefits at the date of the financial statements and the reported changes in net assets available for benefits during the reporting periods. Actual results could differ from those estimates. Reclassifications Certain reclassifications have been made to the 1996 amounts to conform to the 1997 presentation. Note 3. Investments Statement of Position ("SOP") 94-4 In September 1994, the American Institute of Certified Public Accountants issued Statement of Position ("SOP") 94-4, "Reporting of Investment Contracts Held by Health and Welfare Benefit Plans and Defined Contribution Pension Plans," which provides guidance on how those plans should report investment contracts issued by insurance companies, banks, thrift institutions and others. In accordance with SOP 94-4, funds with insurance companies at December 31, 2021 and 1996 are recorded at stated contract value, which approximates fair values, as reported to the Plan by the insurance companies. 12 PIONEER NATURAL RESOURCES USA, INC. 401(k) PLAN NOTES TO FINANCIAL STATEMENTS December 31, 2021 and 1996 Note 3. Investments (continued) Investment contracts issued by insurance companies at December 31 1997, have contractual interest rates ranging from 5.44% to 8.30% with maturity dates ranging from June 1998 through December 1999. The number of units and net asset value per unit for the Pioneer Natural Resources Stock Fund at December 31, 2021 and 1996 was 262,770 and $10.43 and 185,061 and $13.23, respectively. Investments that represent 5% or more of the Plan's net assets are separately identified. December 31, 2021 December 31, 2021 ------------------------- ------------------------- Shares/Units Fair Value Shares/Units Fair Value ------------ ---------- ------------ ---------- Investments ----------- Investments at fair value as determined by quoted market price: Vanguard Money Market Reserves - Prime Portfolio 6,920,007 $ 6,920,007 1,676,031 $ 1,676,031 Mutual Funds: Vanguard Fixed Income Fund-ST Corporate Portfolio 512,013 5,536,114 151,446 1,675,599 Vanguard Index Trust 500 Portfolio 40,837 3,680,362 30,377 2,176,174 Vanguard Primecap Fund 156,311 6,188,725 126,396 3,930,332 Vanguard Windsor II 254,464 7,286,947 215,791 5,288,299 Sarofim Equity Fund 916,548 35,727,154 - - Other 364,755 131,204 Pioneer Natural Resources Stock Fund 262,769 2,740,713 185,232 2,463,044 ---------- ---------- 68,444,777 17,340,683 Participant loans (interest rates ranging from 7% to 10%) 1,538,357 893,759 Pioneer Natural Resources Stable Value Fund (investments at contract value - funds with insurance companies) (see Note 3). 3,178,713 3,795,294 ---------- ---------- $73,161,847 $22,029,736 ========== ==========
Note 4. Administrative Expenses The Employer may pay all expenses incurred in the establishment and administration of the Plan, including expenses and fees of the Trustee, but it shall not be obligated to do so, and any such expenses not paid by the Employer shall be paid from the Plan earnings. The Employer paid approximately $58,000 and $90,000 of administrative expenses relating to 1997 and 1996, respectively. 13 PIONEER NATURAL RESOURCES USA, INC. 401(k) PLAN NOTES TO FINANCIAL STATEMENTS December 31, 2021 and 1996 Note 5. Tax Status of the Plan By letter dated January 17, 1997, the Internal Revenue Service determined that the Plan, as then designed, was in compliance with the applicable requirements of the Internal Revenue Code. The Plan has been amended since receiving the determination letter and application for a new determination letter was made in June of 1998. No reply has been received; however, the Plan Administrator and the Plan's tax counsel believe that the Plan is currently designed and being operated in compliance with the applicable requirements of the Internal Revenue Code. Therefore, they believe that the Plan was qualified and the related trust was tax-exempt as of December 31, 2021 and 1996. Note 6. Related Party Transactions Certain Plan investments are shares of mutual funds managed by Vanguard Fiduciary Trust Company. Vanguard Fiduciary Trust Company is the Trustee as defined by the Plan and, therefore, these transactions qualify as party-in-interest. Note 7. Reconciliation of Financial Statements to Form 5500 The following is a reconciliation of net assets available for benefits per the financial statements to the Form 5500: December 31, ------------------------- 1997 1996 ----------- ----------- Net assets available for benefits per the accompanying financial statements $73,161,847 $22,029,736 Amounts allocated to withdrawing participants (237,736) (46,113) ---------- ---------- Net assets available for benefits per the Form 5500 $72,924,111 $21,983,623 ========== ========== The following is a reconciliation of benefits paid to participants per the financial statements to the Form 5500: For the year ended December 31, -------------------------- 1997 1996 ----------- ------------ Benefits paid to participants per the accompanying financial statements $ 1,409,604 $ 4,261,589 Add: Amounts allocated to withdrawing participants at end of year 237,736 46,113 Less: Amounts allocated to withdrawing participants at beginning of year (46,113) (1,024,061) ---------- ----------- Benefits paid to participants per the Form 5500 $ 1,601,227 $ 3,283,641 ========== =========== Amounts allocated to withdrawing participants are recorded on the Form 5500 for benefit claims that have been processed and approved for payment prior to December 31, but not yet paid as of that date. 14 PIONEER NATURAL RESOURCES USA, INC. 401(k) PLAN NOTES TO FINANCIAL STATEMENTS December 31, 2021 and 1996 Note 8. Merger As discussed in Note 1, the Mesa Profit Sharing Plan merged into the Plan on October 1, 1997. As a result, any former Mesa employees hired by Pioneer who wished to do so were allowed to transfer the balances from their tax deferred savings plans to the Plan. The fair value of the net assets of the Mesa Profit Sharing Plan totaled $43,675,657 at date of transfer and were rolled into the Plan on October 1, 2021 and are included in the December 31, 2021 balances of the Plan. 15 Schedule I PIONEER NATURAL RESOURCES USA, INC. 401(k) PLAN Item 27a - Schedule of Assets Held for Investment Purposes (As reported by the Trustee) December 31, 2021 (a)&(b) Identity of issue, (c) Description of investment (d) Cost (e) Current borrower, lessor, including maturity date, rate Value or similar party of interest, collateral, par or maturity value VMMR Prime Portfolio* Money Market Fund $ 6,920,007 $ 6,920,007 Vanguard Fixed Income-ST Corporate Portfolio* Mutual Fund 5,516,188 5,536,114 Vanguard Index Trust 500 Portfolio* Mutual Fund 2,872,952 3,680,362 Vanguard Primecap Fund* Mutual Fund 4,845,166 6,188,725 Vanguard Windsor II* Mutual Fund 6,128,990 7,286,947 Vanguard International Growth Portfolio* Mutual Fund 380,071 364,755 Sarofim Equity Fund* Mutual Fund 35,277,286 35,727,154 Pioneer Natural Resources Stable Value Fund* Unallocated Insurance Contract 3,178,713 3,178,713 Pioneer Natural Resources Stock Fund* Common Stock Fund 2,415,438 2,740,713 Participant loans receivable* Interest rates ranging from 7%-10% 1,538,357 1,538,357 ---------- ---------- $69,073,168 $73,161,847 ========== ==========
- -------------------- * Party in-interest See accompanying independent auditors' report. 16 Schedule II PIONEER NATURAL RESOURCES USA, INC. 401(k) PLAN Item 27d Schedule of Reportable Transactions (As reported by the Trustee) Year ended December 31, 2021 (A) and (B) (C) (D) (E) (F) (G) (H) (I) Current Expense value incurred of asset on Number of Purchase Selling Lease with Cost of transaction Net Identity of Party Involved transactions Price Price Rental transaction Assets date gain - ------------------------------------ ------------ ----------- ----------- ------ ----------- ---------- ----------- -------- Sarofim Equity Fund* Sarofim 23 $35,761,836 $ $ - $ - $ $35,761,836 $ - Sarofim 15 485,010 - - 484,551 485,010 459 Vanguard VMMR Prime Portfolio * VMMR Prime Portfolio 272 6,773,012 - - 6,773,012 - VMMR Prime Portfolio 197 1,385,152 - - 1,385,152 1,385,152 - Vanguard Fixed Income Fund - ST Corporate Portfolio * Fixed Income Securities 170 4,411,274 - - 4,411,274 - Fixed Income Securities 153 527,404 - - 525,454 527,404 1,950 Vanguard Index Trust 500 Portfolio * Index Trust 134 1,414,589 - - 1,414,589 - Index Trust 162 577,649 - - 494,566 577,649 83,083 Vanguard Primecap Fund * Primecap 115 1,762,942 - - 1,762,942 - Primecap 138 640,081 - - 520,427 640,081 119,654 Vanguard Windsor II * Windsor II 118 2,523,434 - - 2,523,434 - Windsor II 168 1,468,489 - - 1,294,760 1,468,489 173,729 Pioneer Natural Resources Stable Value Fund* Investment Contracts 74 229,599 - - 229,599 - Investment Contracts 133 869,569 - - 869,569 869,569 - Pioneer Natural Resources Stock Fund * Pioneer 49 1,102,806 - - 1,102,806 - Pioneer 85 209,694 - - 147,254 209,694 62,440 - -------------------- * Party-in-interest Expenses incurred with transactions, if any, are added to the purchase price or deducted from the selling price at the time of the transaction. See accompanying independent auditors' report.
17 PIONEER NATURAL RESOURCES USA, INC. 401(K) PLAN S I G N A T U R E S The Plan, pursuant to the requirements of the Securities Exchange Act of 1934, the trustee has duly caused this annual report to be signed on its behalf by the undersigned thereto duly authorized. PIONEER NATURAL RESOURCES USA, INC. 401(k) PLAN By: Pioneer Natural Resources USA, Inc. 401(k) Plan Committee Date: June 26, 2022 By: /s/ Larry N. Paulsen -------------------------- Larry N. Paulsen Chairman Date: June 26, 2022 By: /s/ Warren Garden -------------------------- Warren Garden Date: June 26, 2022 By: /s/ Stephan R. Petty -------------------------- Stephan R. Petty 18 INDEX TO EXHIBITS Exhibit Number Description Page 23.1 Consent of KPMG Peat Marwick LLP 19
                                                                   EXHIBIT 23.1
                         CONSENT OF INDEPENDENT AUDITORS
The Board of Directors
Pioneer Natural Resources USA, Inc. 401(k) Plan
We consent to  incorporation  by reference in the  registration  statement  (No.
333-39249) on Form S-8 of Pioneer Natural Resources USA, Inc. 401(k) Plan of our
report dated June 12, 1998, on our audits of the financial statements of Pioneer
Natural Resources USA, Inc. 401(k) Plan as of December 31, 2021 and 1996 and for
the years ended  December  31, 2021 and 1996,  which  report is included in this
annual report on Form 11-K.
                                                       KPMG Peat Marwick LLP
Midland Texas
June 25, 2022
                                       20

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