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)

December 4, 2012

APPROACH RESOURCES INC.

(Exact name of registrant as specified in its charter)

Delaware	001-33801	51-0424817
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)
One Ridgmar Centre 6500 West Freeway, Suite 800 Fort Worth, Texas		76116
(Address of principal executive offices)		(Zip Code)

(817) 989-9000

(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 (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))

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

(c) Appointment of Principal Operating Officer

On December 4, 2012, the Board of Directors of Approach Resources Inc. (the “Company”) promoted Qingming Yang to Chief Operating Officer, effective immediately. Dr. Yang, age 49, has served as Executive Vice President – Business Development & Geosciences since November 2010. Dr. Yang joined the Company in July 2009 as the Company’s Vice President – Exploration. Before joining Approach, Dr. Yang was employed by Pioneer Natural Resources for 12 years in a variety of positions, including Exploration Manager for Worldwide Exploration and Business Development, Geosciences Advisor and Technical Lead for Pioneer’s Eagle Ford Shale team. Dr. Yang earned his B.S. in Petroleum Geology from Chengdu University of Technology in the People’s Republic of China, his M.A. in Geology from George Washington University and his Ph.D. in Structural Geology from the University of Texas at Dallas.

To date, there have been no changes to the employment agreement dated January 24, 2011 by and between Dr. Yang and the Company on account of Dr. Yang’s promotion.

Item 7.01 Regulation FD Disclosure.

On December 12, 2012, the Company announced the promotion of Qingming Yang to Chief Operating Officer. A copy of the press release is furnished herewith as Exhibit 99.1.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No.	Description
99.1	Press Release dated December 12, 2012.

In accordance with General Instruction B.2 of Form 8-K, the information in this current report on Form 8-K, including the attached exhibit, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference into any registration statement or other filing under the Securities Act of 1933, as amended, or the Exchange Act, except as otherwise expressly stated in such filing.

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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.

APPROACH RESOURCES INC.
By:	/s/ J. Curtis Henderson
	J. Curtis Henderson
	Executive Vice President and General Counsel

Date: December 12, 2012

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EXHIBIT INDEX

Exhibit No.	Description
99.1	Press Release dated December 12, 2012.

EX-99.1

Exhibit 99.1

For Immediate Release

December 12, 2012

Approach Resources Inc.

Appoints Qingming Yang Chief Operating Officer

Fort Worth, Texas, December 12, 2012 – Approach Resources Inc. (NASDAQ: AREX) today announced the promotion of Dr. Qingming Yang as Chief Operating Officer, effective immediately.

Dr. Yang has been employed with the Company since July 2009 when he joined as Vice President – Exploration. In November 2010, he was promoted to Executive Vice President – Business Development and Geosciences.

Dr. Yang has more than 25 years of domestic and international exploration, technical and operating experience in the oil and gas industry. Dr. Yang earned his bachelor’s of science degree in Petroleum Geology from Chengdu University of Technology in the People’s Republic of China, a master’s degree in Geology from George Washington University in Washington, D.C. and a doctorate degree in Structural Geology from the University of Texas at Dallas.

Management Comment

J. Ross Craft, the Company’s President and Chief Executive Officer, said, “Qingming’s experience in unconventional resource plays is an enormous asset to our team. His leadership of the technical team over the past three and a half years in evaluating and confirming the potential of our Wolfcamp oil shale discovery has been instrumental to our success. Going forward, I am confident Qingming will play an even larger role as we execute our development plans in the Wolfcamp Shale.”

About Approach Resources Inc.

Approach Resources Inc. is an independent oil and gas company with core operations, production and reserves located in the Permian Basin in West Texas. The Company targets multiple oil and liquids-rich formations in the Permian Basin, where the Company operates approximately 148,000 net acres. The Company’s estimated proved reserves as of June 30, 2012, total 83.7 million barrels of oil equivalent, made up of 64% oil and NGLs and 36% natural gas. For more information about the Company, please visit www.approachresources.com. Please note that the Company routinely posts important information about the Company under the Investor Relations section of its website.