Current Report Filing (8-k)

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 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): June 8, 2020

NexTier Oilfield Solutions Inc.

(Exact name of registrant as specified in its charter)

Delaware

001-37988

38-4016639

(State or other jurisdiction

(Commission File Number)

(IRS Employer

of incorporation)

Identification Number)

3990 Rogerdale Rd.

Houston,

Texas

77042

(Address of principal executive offices)

(Zip Code)

(713) 325-6000

(Registrant’s telephone number, including area code)

n/a

(Former name or former address, if changed since last report)

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

Title of Each Class

Trading Symbol

Name of Each Exchange On Which Registered

Common Stock, $0.01, par value

NEX

New York Stock Exchange

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 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))

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 7.01. Regulation FD Disclosure.

On June 8, 2020, NexTier Oilfield Solutions Inc. (the "Company") issued a press release announcing that, due to the continuing coronavirus (COVID-19) pandemic and out of concern for the health and safety of its stockholders and other possible attendees at its 2020 Annual Meeting of Stockholders (the "Annual Meeting"), the Company has changed the format of the Annual Meeting in order to hold it as a virtual meeting only. The Annual Meeting will still be held at the previously-announced time and date of 3:00 p.m. Central Time, on June 18, 2020. However, stockholders will not be able to attend the Annual Meeting in person. Rather, stockholders may attend the Annual Meeting only via remote communication as described in the press release attached as Exhibit 99.1, which is incorporated herein by reference. A list of stockholders will be available during the meeting on the online platform referenced above and for 10 days prior to the meeting at the Company's corporate headquarters. To the extent office access is affected by the COVID-19 pandemic, stockholders may email the Company's investor relations representative at marc.silverberg@icrinc.com for alternative arrangements.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits



Exhibit No.						Description

99.1*						News Release dated June 8, 2020.

* Furnished herewith.

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.