0000895345-20-000630.txt : 20200514 0000895345-20-000630.hdr.sgml : 20200514 20200514172118 ACCESSION NUMBER: 0000895345-20-000630 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20200514 ITEM INFORMATION: Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers FILED AS OF DATE: 20200514 DATE AS OF CHANGE: 20200514 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Forbes Energy Services Ltd. CENTRAL INDEX KEY: 0001434842 STANDARD INDUSTRIAL CLASSIFICATION: OIL, GAS FIELD SERVICES, NBC [1389] IRS NUMBER: 000000000 STATE OF INCORPORATION: D0 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-35281 FILM NUMBER: 20879049 BUSINESS ADDRESS: STREET 1: 3000 SOUTH BUSINESS HIGHWAY 281 CITY: ALICE STATE: TX ZIP: 78332 BUSINESS PHONE: 361-664-0549 MAIL ADDRESS: STREET 1: 3000 SOUTH BUSINESS HIGHWAY 281 CITY: ALICE STATE: TX ZIP: 78332 8-K 1 wd8k_forbesenergy.htm





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.
(Exact Name of Registrant as Specified in Its Charter)

Delaware
001-35281
98-0581100
(State or other jurisdiction
of incorporation or organization)
(Commission
File Number)
(I.R.S. Employer
Identification Number)

 
3000 South Business Highway 281
Alice, Texas
  
78332
  
 
(Address of Principal Executive Offices)
  
(Zip Code)
  

(361) 664-0549
(Registrant’s Telephone Number, Including Area Code)
 
N/A
(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))

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.
 
 
Forbes Energy Services Ltd.
 
       
Date:  May 14, 2020
By:
/s/ L. Melvin Cooper
 
   
L. Melvin Cooper
 
   
Senior Vice President and Chief Financial Officer