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): November 4, 2022

CORE LABORATORIES N.V.

(Exact name of registrant as specified in its charter)

The Netherlands	001-14273	Not Applicable
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)
Van Heuven Goedhartlaan 7 B 1181 LE Amstelveen The Netherlands		Not Applicable
(Address of Principal Executive Offices)		(Zip Code)

Registrant’s Telephone Number, Including Area Code: (31-20) 420-3191

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 (see General Instructions 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))

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock (Par Value EUR 0.02)	CLB	New York Stock Exchange
Common Stock (Par Value EUR 0.02)	CLB	Euronext Amsterdam Stock Exchange

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.

On November 4, 2022, Core Laboratories N.V. issued a press release announcing its decision to proceed with the voluntary delisting of its shares from Euronext Amsterdam.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

99.1 Press release issued on November 4, 2022 *

104 Cover Page Interactive Data File (embedded within the Inline XBRL document).

* This exhibit is intended to be furnished and shall not be deemed "filed" for purposes of the Exchange Act.

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.

	Core Laboratories N.V.
Dated: November 4, 2022	By	/s/ Christopher S. Hill
		Christopher S. Hill
		Chief Financial Officer

EX-99.1

Exhibit 99.1

 

FOR IMMEDIATE RELEASE

CORE LAB ANNOUNCES VOLUNTARY DELISTING FROM EURONEXT AMSTERDAM

AMSTERDAM (4 November 2022) – Core Laboratories N.V. (NYSE: "CLB US" and Euronext Amsterdam: "CLB NA") (“Core Lab” or the “Company”) announced today its decision to proceed with the voluntary delisting of its shares from Euronext Amsterdam. The Company has been dual listed on the New York Stock Exchange since 1998 and Euronext Amsterdam since 2012.

The Company’s shares will continue to trade on the New York Stock Exchange under the symbol “CLB”, where over 99.7% of the trading volume has occurred in the last five years. Given this substantially higher trading volume, the Company has concluded that a single listing on the New York Stock Exchange is more consistent with the Company’s stock trading activity. In addition, the Company expects the savings in administrative and regulatory costs as well as managerial time required to maintain a dual listing can be redirected to other initiatives that contribute to shareholder value.

Shareholders will be able to trade on Euronext Amsterdam until 2 December 2022, the last trading day prior to the delisting date, and thereafter on the New York Stock Exchange through the facilities of The Depositary Trust Company, subject to the terms applied by their financial intermediary and their custody arrangements.

Core Laboratories N.V. (www.corelab.com) is a leading provider of proprietary and patented reservoir description and production enhancement services used to optimize petroleum reservoir performance. The Company has over 70 offices in more than 50 countries and is located in every major oil-producing region in the world.

For more information, please contact:

Gwen Gresham - SVP Corporate Development and Investor Relations, +1 713 328 6210

investor.relations@corelab.com

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XML

Document And Entity Information	Nov. 04, 2022
Document Information [Line Items]
Document Type	8-K
Amendment Flag	false
Document Period End Date	Nov. 04, 2022
Entity Registrant Name	CORE LABORATORIES N.V.
Entity Tax Identification Number	00-0000000
Entity Central Index Key	0001000229
Entity Emerging Growth Company	false
Entity File Number	001-14273
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Entity Address, Address Line One	Van Heuven Goedhartlaan 7 B
Entity Address, Address Line Two	1181 LE
Entity Address, City or Town	Amstelveen
Entity Address, Country	NL
Country Region	31
City Area Code	20
Local Phone Number	420-3191
Entity Incorporation, State or Country Code	P7
Entity Address, Postal Zip Code	1181
New york stock exchange [Member]
Document Information [Line Items]
Title of each class	Common Stock (Par Value EUR 0.02)
Trading Symbol	CLB
Name of each exchange on which registered	NYSE
Euronext Amsterdam stock exchange [Member]
Document Information [Line Items]
Title of each class	Common Stock (Par Value EUR 0.02)
Trading Symbol	CLB
Name of each exchange on which registered	NYSEAMER