Current Report Filing (8-k)

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of report (Date of earliest event reported): November 18, 2021

TETRA Technologies, Inc.

(Exact Name of Registrant as Specified in Charter)

Delaware

1-13455

74-2148293

(State or Other Jurisdiction

of Incorporation)

(Commission

File Number)

(I.R.S. Employer

Identification No.)

24955 Interstate 45 North

The Woodlands, Texas 77380

(Address of Principal Executive Offices, and Zip Code)

(281) 367-1983

Registrant’s Telephone Number, Including Area Code

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

☐

Written communication pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐

Pre-commencement communication pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐

Pre-commencement communication pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading

Symbol(s)

Name of each exchange

on which registered

Common Stock

TTI

NYSE

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 7.01. Regulation FD Disclosures.

As of November 18, 2021, TETRA Technologies, Inc. (“TETRA” or the “Company”) has completed the sale of 1,498,000 of its 1,600,000 shares of Standard Lithium Ltd. stock, at an average price of $11.22 per share, generating gross proceeds of approximately $16.8 million, before broker and transaction fees. TETRA completed the sale of the 1,498,000 Standard Lithium Ltd. shares in the open market over a series of 24 trading days. TETRA intends to use the proceeds to reduce the outstanding balance on its term loan and for general corporate purposes.

TETRA’s results in the fourth quarter will include realized gains of approximately $4.6 million, before broker and transaction expenses, from the sale of the 1,498,000 shares through November 18, 2021. In addition, approximately $10.2 million of unrealized mark-to-market gains recorded in previous quarters were realized as a result of this Standard Lithium Ltd. stock sale.

The Company retains ownership of 102,000 shares of Standard Lithium, Ltd.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.