false 0001670349 0001670349 2021-06-01 2021-06-01 0001670349 us-gaap:CommonClassAMember 2021-06-01 2021-06-01 0001670349 us-gaap:WarrantMember 2021-06-01 2021-06-01




Washington, D.C. 20549





Pursuant to Section 13 or 15(d) of

the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): June 1, 2021


U.S. Well Services, Inc.

(Exact name of registrant as specified in its charter)













(State or other jurisdiction of


(Commission File Number)


(I.R.S. Employer Identification No.)

1360 Post Oak Boulevard
Suite 1800

Houston, TX 77056

(Address of principal executive offices)

(832) 562-3730

(Registrant’s telephone number, including area code)

Not Applicable

(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:


Written communications 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 communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

Pre-commencement communications 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





Name of each exchange on which registered

Class A Common Stock, $0.0001 par value per share




NASDAQ Capital Market





NASDAQ Capital Market

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

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 8.01

Other Events.

As previously disclosed, U.S. Well Services LLC (“USWS”), a subsidiary of U.S. Well Services, Inc. (the “Company”), was named a defendant in a case filed on January 14, 2019 in the Superior Court of Delaware (the “Court”) styled Smart Sand, Inc. v. U.S. Well Services LLC, C.A. 19C-01-144-PRW. In the case, Smart Sand alleged that USWS breached a multi-year contract under which Smart Sand supplied frac sand to USWS and claimed damages of approximately $54 million, and alleged certain other related claims. USWS denied that it breached the contract, alleged that Smart Sand breached the contract first, and asserted counterclaims for the misuse of USWS’ confidential information. USWS also asserted that the contract contains unenforceable penalty provisions.

On June 1, 2021, the Court ruled against USWS in the case on the breach of contract claim. While a final judgment has not yet been entered by the Court in this matter, the Company expects that the judgment amount will be material. The Company currently intends to appeal the final judgment after it has been entered by the Court.




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 thereunto duly authorized.













U.S. Well Services, Inc.









Dated: June 4, 2021






/s/ Kyle O’Neill







Kyle O’Neill







Chief Financial Officer




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