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

February 20, 2018

Date of Report (Date of earliest event reported)

ABRAXAS PETROLEUM CORPORATION

(Exact name of registrant as specified in its charter)

Nevada	1-16071	74-2584033
(State or other jurisdiction of incorporation)	(Commission File Number)	(I.R.S. Employer Identification Number)

18803 Meisner Drive

San Antonio, Texas 78258

(210) 490-4788

(Address of principal executive offices and Registrant’s telephone number, including area code)

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):

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e- 4(c))

Item 7.01 Regulation FD Disclosure

Abraxas meets with analysts and investors on a regular basis.  The Abraxas’ February 2018 Corporate Update presentation, attached as Exhibit 99.1 will be used in these discussions.

The information in this Report (including Exhibit 99.1) is furnished pursuant to Item 7.01 and shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of the Section. The information in this Report will not be deemed an admission as to the materiality of any information required to be disclosed solely to satisfy the requirements of Regulation FD.

Item 9.01 Financial Statements and Exhibits.

(d)    Exhibits.

99.1 Presentation

2

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.

ABRAXAS PETROLEUM CORPORATION

By: /s/ Geoffrey R. King    

Geoffrey R. King

Vice President, Chief Financial Officer

Dated: February 20, 2018

3

EX-99.1

Abraxas Petroleum Corporate Update February 2018 Raven Rig #1; McKenzie County, ND Exhibit 99.1

2 The information presented herein may contain predictions, estimates and other forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. Although the Company believes that its expectations are based on reasonable assumptions, it can give no assurance that its goals will be achieved. Important factors that could cause actual results to differ materially from those included in the forward-looking statements include the timing and extent of changes in commodity prices for oil and gas, availability of capital, the need to develop and replace reserves, environmental risks, competition, government regulation and the ability of the Company to meet its stated business goals. Oil and Gas Reserves. The SEC permits oil and natural gas companies, in their SEC filings, to disclose only reserves anticipated to be economically producible, as of a given date, by application of development projects to known accumulations. We use certain terms in this presentation, such as total potential, de-risked, and EUR (expected ultimate recovery), that the SEC’s guidelines strictly prohibit us from using in our SEC filings. These terms represent our internal estimates of volumes of oil and natural gas that are not proved reserves but are potentially recoverable through exploratory drilling or additional drilling or recovery techniques and are not intended to correspond to probable or possible reserves as defined by SEC regulations. By their nature these estimates are more speculative than proved, probable or possible reserves and subject to greater risk they will not be realized. Non-GAAP Measures. Included in this presentation are certain non-GAAP financial measures as defined under SEC Regulation G. Investors are urged to consider closely the disclosure in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2016 and its subsequently filed Quarterly Reports on Form 10-Q and Current Reports on Form 8-K and the reconciliation to GAAP measures provided in this presentation. Initial production, or IP, rates, for both our wells and for those wells that are located near our properties, are limited data points in each well’s productive history. These rates are sometimes actual rates and sometimes extrapolated or normalized rates. As such, the rates for a particular well may change as additional data becomes available. Peak production rates are not necessarily indicative or predictive of future production rates, expected ultimate recovery, or EUR, or economic rates of return from such wells and should not be relied upon for such purpose. Equally, the way we calculate and report peak IP rates and the methodologies employed by others may not be consistent, and thus the values reported may not be directly and meaningfully comparable. Lateral lengths described are indicative only. Actual completed lateral lengths depend on various considerations such as lease- line offsets. Standard length laterals, sometimes referred to as 5,000 foot laterals, are laterals with completed length generally between 4,000 feet and 5,500 feet. Mid-length laterals, sometimes referred to as 7,500 foot laterals, are laterals with completed length generally between 6,500 feet and 8,000 feet. Long laterals, sometimes referred to as 10,000 foot laterals, are laterals with completed length generally longer than 8,000 feet. Forward-Looking Statements

3 Headquarters......................... . San Antonio Shares outstanding(1)……......... 165.9 mm Market cap(1) …………………….... $355.0 mm Net debt(1)……………………………. $86.0 mm 2018E CAPEX……………………….. $140 mm (1) Shares outstanding as of December 31, 2017. Market cap using share price as of February 16, 2018. Total debt including RBL facility and building mortgage less cash as of December 31, 2017 (2) Enterprise value includes working capital deficit (excluding current hedging assets and liabilities) as of September 30, 2017, but does not include building mortgage. Includes RBL facility and building mortgage less cash as of December 31, 2017. (3) Proved reserves as of December 31, 2017. See appendix for reconciliation of PV-10 to standardized measure. (4) Net book value of other assets as of September 30, 2017. (5) Average production for the quarter ended December 31, 2017 (6) PV-10 calculated using SEC pricing of $51.34/bbl of oil and $2.99/mcf of natural gas. Please see appendix for reconciliation to standardized measure. EV/BOE(1,2)…………………………… $7.01 Proved Reserves(3)………………. . 65.9 mmboe NBV Non-Oil & Gas Assets(4)… $21.3 mm Production(5).……………………….. 8,785 boepd PV-10(6)…………………………………. $425.9 NASDAQ: AXAS Corporate Profile

4 Key Investment Highlights  Recent well completion in Eagle Ford testing modern completion techniques currently producing  First Austin Chalk completion confirmed geologic concept  No capital allocated in 2018  Stephens Inc. retained to evaluate options to maximize value of the assets Austin Chalk/ Eagle Ford Optionality  Total bank debt of ~$84 million (3) represents the only meaningful leverage (2, 3) of the Company  Liquidity of ~$52 million (4) positions the Company to remain acquisitive  Management continues to pursue and execute on non-core asset sales  2018 drilling and completion CAPEX forecasted to remain within cash flow (5) Balance Sheet Strength with Solid Liquidity & Financial Flexibility  12 gross (9 net) operated Wolfcamp/Bone Spring wells planned for 2018  10 gross (4.7 net) operated Bakken/Three Forks wells planned for 2018  Total drilling and completion CAPEX of $105 million funded out of cash flow (5) provides 44% YoY production growth using the midpoints of 2017 and 2018 guidance Visible Production Growth and Fully Funded Capex Program (1) Includes 900+ net acres associated with acquisition expected to close in February 2018 (2) Company also has $3.7 million of debt associated with a building mortgage. (3) As of December 31, 2017 (4) Includes $1 million in cash as of December 31, 2017 (5) Based on guidance provided on slide 5. Assumes strip pricing as of January 20, 2017. Includes only drilling and completion CAPEX and does not account for acquisitions.  9,208(1) net HBP acres prospective for the Wolfcamp A, B & Bone Spring intervals  Multi-zone development across acreage position  Continue to actively lease and pursue acquisitions – recent acquisitions of ~4,000 net acres  Allocated 2018 capital budget of $71 million (51% of total allocation) Delaware Basin Exposure

5 2018 Operating and Financial Guidance 2018 Capex Budget Allocation 2018 Operating Guidance Operating Costs Low Case High Case LOE ($/BOE) $4.00 $6.00 Production Tax (% Rev) 8.0% 9.0% Cash G&A ($mm) $8.5 $12.5 Production (boepd) 10,000 12,000 (1) Yearly CAPEX for each year ending December 31, 2013, 2014, 2015, 2016 and 2017. 2018 based on midpoint of management guidance. (2) Average estimated production for 2018 based on the midpoint of management guidance. 66% 22% 12% 2018 Expected Production Mix Oil Gas NGL Area Capital ($MM) % of Total Gross Wells Net Wells Permian - Delaware $71.2 50.9% 12.0 9.0 Bakken/Three Forks 33.8 24.1% 10.0 4.7 Eagle Ford/Austin Chalk 0.0 0.0% 0.0 0.0 Acquisitions/Facilities/Other 35.0 25.0% 0.0 0.0 Total $140.0 100% 22.0 13.7 $0 $50,000 $100,000 $150,000 $200,000 $250,000 0 2,000 4,000 6,000 8,000 10,000 12,000 20 13 A 20 14 A 20 15 A 20 16 A 20 17 A 20 18 E ( 2) Daily Production vs Yearly CAPEX (1)

6 0 2,000 4,000 6,000 8,000 10,000 12,000 14,000 16,000 Bakken/Three Forks Wolfcamp Abraxas D&C CAPEX & Production Outlook(1) 2017-2019 in Boepd Assumes one rig in the Bakken/Three Forks and one rig in the Delaware D&C CAPEX(3) $100mm $105mm $100mm PDP (2) Incremental Bakken/ Three Forks (2) Incremental Wolfcamp (2) B ar re ls o f Eq u iv al e n t p e r D ay ( B o e p d ) (1) Production and CAPEX guidance based on internal management estimates. The 2017, 2018 and 2019 production and capital expenditure guidance is subject to change depending upon a number of factors, including the availability of drilling equipment and personnel, economic and industry conditions at the time of drilling, prevailing and anticipated prices for oil and gas, the availability of sufficient capital resources for drilling prospects, the Company’s financial results, the availability of leases on reasonable terms and the ability of the Company to obtain permits for drilling locations. (2) Projected PDP volumes are based on management’s internal estimates and account for all recent completions and acquisitions. The rates of decline are estimates and actual production declines could be materially higher. Incremental Bakken/Three Forks, Wolfcamp and Eagle Ford/Austin Chalk projections are based on the Company’s type curves. (3) D&C CAPEX includes only capital expenditures associated with drilling, completions and facilities. Excludes approximately $30 million and $35 associated with acquisitions consummated or planned during 2017 and 2018, respectively.

7 Implied Value Per Acre(1,2) (1) Calculated as Enterprise Value less reserve/production value divided by net acres. Enterprise value calculated using market cap as of January 26, 2018 and net debt as of September 30, 2017. Production/reserve value calculated as $35,000/Boepd multiplied by quarter end September 30, 2017 average daily production. (2) Peers include: Callon Petroleum, Centennial Development, Diamondback, Halcon, Jagged Peak, Lillis Energy, Parsley Energy, Rosehill Resources, RSP Permian. Halcon numbers are pro forma for recent divestitures and tender offers. Lillis Energy and Rosehill Resources numbers are pro forma for recent transactions. (3) Enterprise value of Abraxas calculated as market cap as of January 26, 2018 and net debt as of December 31, 2017. Includes $14.2 million and 900+ net acres associated with acquisition expected to close in February 2018. Abraxas production value calculated as $35,000/Boepd multiplied by midpoint of Abraxas 1Q18 production guidance of 10,000-11,000 Boepd. $0 $10,000 $20,000 $30,000 $40,000 $50,000 $60,000 Peer 1 (1) Peer 2 (1) Peer 3 (1) Peer 4 (1) Peer 5 (1) Peer 6 (1) Peer 7 (1) Peer 8 (1) Peer 9 (1) Peer 10 (1) Average AXAS (3)

8 Asset Base Overview

9  9,208(1) net acres located in the eastern core of the Delaware Basin  Up to five identified potential zones (Bone Spring, Wolfcamp) ▫ 190+ gross operated identified potential locations ▫ 360+ gross operated identified potential locations with downspacing ▫ 100+ gross non-operated identified potential locations  Unique, legacy high value acreage ▫ Favorable net revenue interests – in many cases 1/8th royalty ▫ 95+% held by production  Infrastructure ▫ Two water supply wells ▫ Two 400,000 bbl lined frac pits, ▫ SWD wells and system in place  Exploring additional opportunities to expand position Delaware Basin Permian Basin – Wolfcamp & Bone Spring – Ward/Reeves Map Source: Callon, Jagged Peak, Halcon, Diamondback presentations, Drilling Info and management estimates. (1) Includes 900+ net acres associated with acquisition expected to close in February 2018

10 1 2 3 4 5 6 7 8 9 10 11 12 13 14 16 17 18 19 15 20 21 22 9 Univ Lands Beldin 3H Jagged Peak IP24: 1,415 BOEPD (81% Oil) LL: 9,561’ Surrounding Delaware Activity 1 Sealy Ranch 9301H Halcon LL: 10,000’ 2 Univ Lands Beldin 4H Jagged Peak LL: 10,000’ 3 & 4 Caprito 82 101H & 202H Abraxas LL: 4,820’ 5 & 6 Sealy Ranch 7902H & 7903H Halcon LL: 10,000’ 10 Caprito 99 302H Abraxas IP: 997 BOEPD (83% Oil) LL: 4,529’ 17 State Whiskey River 4-8-2H Jagged Peak IP 24: 2,260 BOEPD LL:10,000’ 18 & 19 Sealy Ranch 7701H & 7703H Halcon LL: 10,000’ 15 Whiskey River 7374A&B Jagged Peak IP24: 2,504 BOEPD LL: 9,000’ 7 & 8 Caprito 83 304H (WC A2) & 404 (WC B) 304H IP30: 1,014 BOEPD (77% Oil) LL: 4,820’ 14 St. Quadricorn 1617A 1H Jagged Peak Flowback Test: 1,500 BOEPD LL: 10,000’ 13 CRMWD-79 1H Halcon IP30: 1,343 BOEPD (80% Oil) LL: 3,477’ 11 Caprito 98 301HR Abraxas IP30: 999 BOEPD (84% Oil) LL: 4,880’ (Wolfcamp A2) 12 Caprito 98 201H Abraxas IP30: 1,036 BOEPD (84% Oil) LL: 4,880’ (Wolfcamp A1) 16 State 5913A 2H Jagged Peak IP24: 1,179 BOEPD (83% Oil) LL: 6,662’ (Wolfcamp C) 20 UL Willow 3836-16 1H Felix LL: 10,000’ 21 University Land 1H, 3H, & 4H Felix LL: 10,000’ 22 Sealy Ranch 7 Permitted Wells Halcon LL: 10,000’

11 Delaware Basin Caprito Development Plan (1) (1)  First Pad – Caprito 98-201H & Caprito 98-301HR ▫ Wolfcamp A1 – Caprito 201H – producing ▫ Wolfcamp A2 – Caprito 301HR – producing  Second Pad – Section 83 Pad – Two Well Pad ▫ Wolfcamp A2 – Caprito 83-304H – producing ▫ Wolfcamp B – Caprito 83-404H – producing  Third Pad – Section 82 Pad – Two Well Pad ▫ Wolfcamp A1 – Caprito 82-202H – producing ▫ Third Bone Spring – Caprito 82-101H – producing  Fourth Pad – Section 99 Pad – Four Well Pad ▫ Wolfcamp A1 – Caprito 99-211H and 202H – downspacing test - drilling ▫ Wolfcamp A2 – Caprito 99-301H and 311H – downspacing test - drilling

Delaware Wolfcamp Wolfcamp A1 & A2 Well Economics Wolfcamp: ROR vs WTI Abraxas EOY16 Assumptions  604 MBOE gross type curve ▫ 77% Oil ▫ Initial rate: 1266 boepd ▫ di: 99.95% ▫ dm: 6.0% ▫ b-factor: 1.3  Assumed CWC: $7.3 million Wolfcamp: Type Curve Assumptions 12 0 200 400 600 800 1000 1200 1400 0 20 40 60 80 100 120 140 160 180 B O EP D DAYS NORMALIZED AVERAGE PRODUCTION BY WELL GROUP WARD COUNTY - WOLFCAMP WOLFCAMP A1 COMPLETIONS; WOLFCAMP A2 COMPLETIONS; LINE = EOY16 TYPE

13 Bakken/Three Forks Bakken / Three Forks  4,013 net HBP acres located in the core of the Williston Basin in McKenzie County, ND – de-risked Bakken and Three Forks ▫ 44 operated completed wells ▫ Est. 28 gross additional operated Bakken/ First Bench Three Forks locations remaining ▫ Est. 20 gross additional Second Bench Three Forks locations remaining ▫ 3 operated wells waiting on completion ▫ 4 operated wells drilling ▫ Est. 37 gross/3 net additional non-operated locations remaining  Yellowstone 2H-4HR ▫ 42.7% net revenue interest ▫ 30-day MB average rate(1) 1,777 boepd ▫ 30-day TF average rate(1) 1,371 boepd  Yellowstone 5H-7H ▫ Three well pad waiting on completion ▫ 42.7% net revenue interest  Lillibridge 9H-12H ▫ Four well pad drilling (1) The 30-day average rates represent the highest 30 days of production and do not include the impact of natural gas liquids and shrinkage at the processing plant and include flared gas.

Middle Bakken North Fork Economics 0 200 400 600 800 1,000 1,200 1,400 0 20 40 60 80 100 120 140 160 180 B O EP D DAYS NORMALIZED AVERAGE PRODUCTION BY WELL GROUP NORTH FORK FIELD - MIDDLE BAKKEN ONLY GEN 1 COMPLETIONS; GEN 2 COMPLETIONS; GEN 3 COMPLETIONS; LINE = EOY16 TYPE Middle Bakken: ROR vs WTI Abraxas EOY16 Assumptions  845 MBOE gross type curve ▫ 76% Oil ▫ Initial rate: 1120 boepd ▫ di: 98.5% ▫ dm: 8.0% ▫ b-factor: 1.5  Assumed CWC: $7.0 million Middle Bakken: Type Curve Assumptions

Three Forks North Fork Economics 0 200 400 600 800 1000 1200 1400 0 20 40 60 80 100 120 140 160 180 B O EP D DAYS NORMALIZED AVERAGE PRODUCTION BY WELL GROUP NORTH FORK FIELD - THREE FORKS ONLY GEN 1 COMPLETIONS; GEN 2 COMPLETIONS; GEN 3 COMPLETIONS; LINE=EOY16 TYPE Three Forks: ROR vs WTI Abraxas EOY16 Assumptions  723 MBOE gross type curve ▫ 73% Oil ▫ Initial rate: 1000 boepd ▫ di: 98.5% ▫ dm: 8.0% ▫ b-factor: 1.5  Assumed CWC: $7.0 million Three Forks: Type Curve Assumptions

16 Shut Eye 1H  9,360 net acres located in Atascosa County, TX prospective for the Eagle Ford and Austin Chalk  Shut Eye 1H – EF Test ▫ Producing ▫ Enhanced completion design ▫ Encouraging early performance  Evaluating options to maximize value of the asset Jourdanton Eagle Ford/Austin Chalk

17 Appendix

18 (1) 2018 daily volumes indicated for February – December 2018. January 2018 volumes equate to 3,050 Bopd hedged at $50.43. (2) Straight line average price. Includes 2,651 and 1,200 of WTI swaps in 2018 and 2019, respectively. Includes 500 Bopd and 1,000 Bopd of LLS swaps in 2018 and 2019, respectively. Abraxas Hedging Profile 2018 (1) 2019 2020 Oil Swaps (bbls/day) 3,885 2,383 1,200 NYMEX (1) $52.51 $55.44 $54.33

19 Adjusted EBITDA Reconciliation Adjusted EBITDA is defined as net income plus interest expense, depreciation, depletion and amortization expenses, deferred income taxes and other non-cash items. The following table provides a reconciliation of Adjusted EBITDA to net income for the periods presented. (In thousands) Year End 2014 2015 2016 Net income $63,268.73 ($119,055) ($96,378) Net interest expense 2,009 3,340 $3,827 Income tax expense (287) (37) $0 Depreciation, depletion and amortization 43,139 38,548 $24,431 Amortization of deferred financing fees 934 1,130 $1,019 Stock-based compensation 2,703 3,912 $3,194 Impairment 0 128,573 $67,626 Unrealized (gain) loss on derivative contracts (24,876) (18,417) $19,818 Realized (Gain) loss on interest derivative contract 0 0 $0 Realized (Gain) loss on monetized derivative contracts 0 5,061 $14,370 Earnings from equity method investment 0 0 $0 (Gai ) loss o discontinued operations (1,318) 20 $0 Expenses incurred with offerings and execution of loan agreement $1,747 Other non-cash items 0 883 $494 EBITDA $85,572 $43,957 $40,149 Credit facility borrowings $70,000 $134,000 $93,250 Debt/EBITDA 0.82x 3.05x 2.32x

20 TTM Adjusted EBITDA Reconciliation Adjusted EBITDA is defined as net income plus interest expense, depreciation, depletion and amortization expenses, deferred income taxes and other non-cash items. The following table provides a reconciliation of Adjusted EBITDA to net income for the periods presented. (In thousands) 31-Dec-16 31-Mar-17 30-Jun-17 30-Sep-17 TTM Net income ($5,302) $13,691 $7,194 ($770) $14,813 Net interest expense 859 395 389 753 $2,396 Income tax expense 0 0 0 0 $0 Depreciation, depletion and amortization 6,500 5,374 4,415 7,878 $24,166 Amortization of deferred financing fees 256 138 116 100 $610 Stock-based compensation 784 770 979 750 $3,283 Impairment 0 0 0 0 $0 Unrealized (gain) loss on derivative contracts 6,285 (8,760) (5,071) 6,873 ($674) Realized (Gain) loss on interest derivative contract 0 0 0 0 $0 Realiz d (Gain) loss on monetized derivative contracts 0 0 0 0 $0 Earnings from equity method investment 0 0 0 0 $0 (G i ) l ss o i continued operations 0 0 0 0 $0 Expenses incurred with offerings and execution of loan agreement 0 3,790 703 199 $4,692 Other non-cash items 139 112 113 113 $477 EBITDA $9,521 $15,507 $8,838 $15,896 $49,762 Credit facility borrowings $64,250 Debt/EBITDA 1.29x

21 Standardized Measure Reconciliation PV-10 is the estimated present value of the future net revenues from our proved oil and gas reserves before income taxes discounted using a 10% discount rate. PV-10 is considered a non-GAAP financial measure under SEC regulations because it does not include the effects of future income taxes, as is required in computing the standardized measure of discounted future net cash flows. We believe that PV-10 is an important measure that can be used to evaluate the relative significance of our oil and gas properties and that PV-10 is widely used by securities analysts and investors when evaluating oil and gas companies. Because many factors that are unique to each individual company impact the amount of future income taxes to be paid, the use of a pre-tax measure provides greater comparability of assets when evaluating companies. We believe that most other companies in the oil and gas industry calculate PV-10 on the same basis. PV-10 is computed on the same basis as the standardized measure of discounted future net cash flows but without deducting income taxes. The following table provides a reconciliation of PV-10 to the standardized measure of discounted future net cash flows at December 31, 2016 and 2017: December 31, (in thousands) 2016 2017 PV-10 $160,600 $425,936 Present value of future income taxes discounted at 10% — 32,448 Standardized measure of discounted future net cash flows $160,600 $393,578

22 NASDAQ: AXAS