NOTICE OF INTERNET AVAILABILITY OF PROXY MATERIALS
To the stockholders of Abraxas Petroleum Corporation Annual Meeting
of Stockholders to be held on July 13, 2021 in a virtual-only
meeting format, by live audio webcast. Please visit
www.proxv-docs.com/AXAS for more details and to register to attend
the meeting. Record elate for the meeting is May 18, 2021. The
proposals to be voted on at the meeting are listed below:
1. To elect as director to the Abraxas Board of Directors the
nominee below for a term of three years:
01 Ralph F. Cox
2. To ratify the appointment of Akin, Doherty, Klein & Feuge,
PC as Abraxas’ independent registered public accounting firm for
the year ended December 31, 2021.
3. To approve amendments to the Amended and Restated Abraxas
Petroleum Corporation 2005 Employee Long-term Equity Incentive Plan
to increase the total number of shares of common stock authorized
for issuance under the plan from 183,639 to 1,683,639 and to
increase the maximum number of shares that can be awarded to any
one employee under the plan each year from 25,000 to 250,000.
4. To approve amendments to the Amended and Restated Abraxas
Petroleum Corporation 2005 Non-Employee Directors Long-term Equity
Incentive Plan to increase the total number of shares of common
stock authorized for issuance under the plan from 70,698 to
200,698, to increase the maximum number of shares that can be
awarded to any one participant under the plan each year from 5,000
to 25,000, and to reflect that the reverse stock split effected by
the Company in October 2020 necessitates an adjustment in the
number of shares to be awarded to each non-employee director from
25,000 to 1,250.
5. To approve an amendment to the Company’s Articles of
Incorporation to increase the Company’s authorized shares of common
stock from 20,000,000 shares to 40,000,000 shares.
6. To approve, by advisory vote, the compensation of the Company’s
named executive officers.
7. To transact any other business that has been properly brought
before the meeting in accordance with the provisions of the
Company’s Amended and Restated Bylaws.