Current Report Filing (8-k)
May 14 2020 - 5:22PM
Edgar (US Regulatory)
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: May 8, 2020 (May 14, 2020)
(Date of earliest event reported)
Forbes Energy Services Ltd.
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(Exact Name of Registrant as Specified in Its Charter)
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Delaware
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(State or other jurisdiction
of incorporation or organization)
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(Commission
File Number)
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(I.R.S. Employer
Identification Number)
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3000 South Business Highway 281
Alice, Texas
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78332
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(Address of Principal Executive Offices)
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(Zip Code)
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(361) 664-0549
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(Registrant’s Telephone Number, Including Area Code)
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N/A
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(Former Name or Former Address, if Changed Since Last Report)
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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):
☒
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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☐
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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☐
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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☐
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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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 5.02 – Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain
Officers; Compensatory Arrangements of Certain Officers.
Reduction in Executive Compensation
On May 8, 2020, due to the impact of the COVID-19 pandemic on the business and affairs of the Company, each of
John E. Crisp (President and Chief Executive Officer), L. Melvin Cooper (Senior Vice President, Chief Financial Officer and Secretary), and Steve Macek (Executive Vice President and Chief Operating Officer), agreed to forego a portion of their
salaries for the duration of the COVID-19 pandemic. Mr. Crisp has agreed that his salary will be reduced by 25%, and each of Messrs. Cooper and Macek have agreed that their respective salaries will be reduced by 20%.
Deferment of Director Compensation
On May 8, 2020, for the same reasons as the salary reductions discussed above, each director of the Company
agreed that the payment of all director compensation and reimbursement of fees the members of the Board may be entitled to in their capacities as members of the Board shall be deferred until December 31, 2020, or such other date that the Board
shall determine.
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 thereunto duly authorized.
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Forbes Energy Services Ltd.
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Date: May 14, 2020
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By:
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/s/ L. Melvin Cooper
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L. Melvin Cooper
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Senior Vice President and Chief Financial Officer
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