| Item 1. | |
| (a) | Name of issuer:
BAYTEX ENERGY CORP. |
| (b) | Address of issuer's principal executive offices:
2800, 520 - 3rd Avenue S.W. Calgary, Alberta T2P 0R3 |
| Item 2. | |
| (a) | Name of person filing:
This statement is filed by the entities and persons listed below, all of whom together are referred to herein as the "Reporting Persons":
1. JSTX Holdings, LLC
2. Juniper Capital III GP, L.P.
3. Juniper Capital Advisors, L.P.
4. Edward Geiser |
| (b) | Address or principal business office or, if none, residence:
2727 Allen Parkway, Suite 1850
Houston, TX 77019 |
| (c) | Citizenship:
See responses to Item 4 on each cover page |
| (d) | Title of class of securities:
Common Shares |
| (e) | CUSIP No.:
07317Q105 |
| 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:
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| (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 responses to Item 9 on each cover page |
| (b) | Percent of class:
See responses to Item 11 on each cover page |
| (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 responses to Item 5 on each cover page
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| | (ii) Shared power to vote or to direct the vote:
See responses to Item 6 on each cover page
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| | (iii) Sole power to dispose or to direct the disposition of:
See responses to Item 7 on each cover page
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| | (iv) Shared power to dispose or to direct the disposition of:
See responses to Item 8 on each cover page
All percentages of beneficial ownership were calculated based on 768,317,000 Common Shares outstanding as of September 30, 2025, as reported in the Issuer's condensed interim unaudited consolidated financial statements for the three and nine month periods ended September 30, 2025 included as an exhibit to the Form 6-K filed with the SEC on November 4, 2025
74,186,665 Common Shares are directly held by JSTX Holdings, LLC ("JSTX"), which is owned by Juniper Capital III, L.P., a Delaware limited partnership ("Fund III"). Juniper Capital III GP, L.P., a Delaware limited partnership ("Fund III GP"), is the sole general partner of Fund III and has dispositive power of the Common Shares. Fund III's agreement of limited partnership dictates that the disposition of a material interest held by Fund III, such as the investment in the Issuer, must be approved by two of the three members of the Investment Committee of Fund III GP, one of whom must be Edward Geiser. The day to day operations of Fund III are managed by Advisors, pursuant to a management agreement. Each of Fund III and Fund III GP, may be deemed to beneficially own the shares directly held by JSTX.
Advisors, through separate management agreements, has authority to direct voting and disposition over 74,186,665 Common Shares directly held by JSTX. Advisors was formed on July 24, 2014, is a registered investment advisor under the Investment Advisers Act of 1940, as amended, and is principally engaged in the business of advising private funds and separate accounts that invest in securities for which it or its subsidiary serves as, direct or indirect, investment manager, including Fund III. Advisors is controlled by its general partner, Juniper Capital Advisors GP, LLC. Edward Geiser is the sole member of Juniper Capital Advisors GP, LLC. Additionally, Mr. Geiser holds directly, and has sole voting and dispositive power over, 300,000 Common Shares. Each of Advisors and Mr. Geiser may be deemed to beneficially own all of the reported securities other than those held directly by Mr. Geiser.
The filing of this Statement shall not be construed as an admission that any of the Reporting Persons are, for the purpose of Section 13(d) or 13(g) of the Exchange Act, the beneficial owner of any securities covered by this Statement.
This filing takes into account the sale of 20,542,419 Common Shares that occurred after December 31, 2025 but before the date of this filing and therefore reports ownership of Common Shares after giving effect to this sale.
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| Item 5. | Ownership of 5 Percent or Less of a Class. |
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Not Applicable
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| Item 6. | Ownership of more than 5 Percent on Behalf of Another Person. |
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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. |
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Not Applicable
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| Item 8. | Identification and Classification of Members of the Group. |
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Not Applicable
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| Item 9. | Notice of Dissolution of Group. |
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Not Applicable
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Rule 13d-1(c)