0000899243-20-001019.txt : 20200110 0000899243-20-001019.hdr.sgml : 20200110 20200110190251 ACCESSION NUMBER: 0000899243-20-001019 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20200106 FILED AS OF DATE: 20200110 DATE AS OF CHANGE: 20200110 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: GIBSON JOHN W JR CENTRAL INDEX KEY: 0001189981 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-13270 FILM NUMBER: 20522292 MAIL ADDRESS: STREET 1: 10603 W. SAM HOUSTON PKWY N. STREET 2: SUITE 300 CITY: HOUSTON STATE: TX ZIP: 77064 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: FLOTEK INDUSTRIES INC/CN/ CENTRAL INDEX KEY: 0000928054 STANDARD INDUSTRIAL CLASSIFICATION: MISCELLANEOUS CHEMICAL PRODUCTS [2890] IRS NUMBER: 900023731 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 10603 W. SAM HOUSTON PARKWAY N STREET 2: SUITE 300 CITY: HOUSTON STATE: TX ZIP: 77064 BUSINESS PHONE: 7138499911 MAIL ADDRESS: STREET 1: 10603 W. SAM HOUSTON PARKWAY N STREET 2: SUITE 300 CITY: HOUSTON STATE: TX ZIP: 77064 3 1 doc3.xml FORM 3 SUBMISSION X0206 3 2020-01-06 0 0000928054 FLOTEK INDUSTRIES INC/CN/ FTK 0001189981 GIBSON JOHN W JR 10603 W. SAM HOUSTON PKWY N., SUITE 300 HOUSTON TX 77064 1 1 0 0 CEO and President Restricted Stock Units Common Stock 570000 D Stock Options (right to buy) 1.93 2029-12-21 Common Stock 1000000 D Stock Options (right to buy) 1.93 2026-12-31 Common Stock 2000000 D Right to Purchase Common Stock 2019-12-22 2020-03-21 Common Stock D The restricted stock units vest in five equal annual installments beginning on December 22, 2020. Each restricted stock unit represents a contingent right to receive one share of Flotek Industries, Inc. ("FTK") common stock. The stock options vest in five equal annual installments beginning on December 22, 2020. 33% of the stock options vest upon FTK common stock achieving a market price of $3.60; 66% of the stock options vest upon FTK common stock achieving a market price of $5.40; 100% of the stock options vest upon FTK common stock achieving a market price of $7.20, in each case over a 20-day consecutive trading day period from time to time during the performance period from January 1, 2020 through December 31, 2024. If the 20 consecutive day market price during such period is greater than $1.93 but less than $7.20, then the percentage of the stock option that will vest will be determined using linear interpolation as set forth in the reporting person's award agreement. The reporting person has the right to purchase up to the lesser of: (a) 0.99% of the number of shares of FTK common stock outstanding immediately before such issuance, and (b) $500,000 of shares of FTK common stock. The right to purchase common stock is exercisable at the then-current market price of the shares of FTK common stock on the date or dates of purchase. Exhibit 24 - Section 16 Power of Attorney. /s/ Elizabeth T. Wilkinson, Attorney-in-Fact 2020-01-10 EX-24 2 attachment1.htm EX-24 DOCUMENT

                                                                    Exhibit 24.1

                               POWER OF ATTORNEY

     Know all by these presents, that the undersigned hereby constitutes and
appoints Elizabeth T. Wilkinson, with full power of substitution, as the
undersigned's true and lawful attorney-in-fact to:

(1)  execute for and on behalf of the undersigned, in the undersigned's capacity
as an officer and director of Flotek Industries, Inc. (the "Company"), Forms 3,
4 and 5 (and any amendments thereto) in accordance with Section 16(a) of the
Securities Exchange Act of 1934, as amended (the "Exchange Act"), and the rules
thereunder;

(2)  do and perform any and all acts for and on behalf of the undersigned which
may be necessary or desirable to complete the execution of any such Form 3, 4 or
5 (and any amendments thereto) and the timely filing of such form with the
United States Securities and Exchange Commission and any other authority;

(3)  seek or obtain, as the undersigned's representative and on the
undersigned's behalf, information on transactions in the Company's securities
from any third party, including brokers, employee benefit plan administrators
and trustees, and the undersigned hereby authorizes any such person to release
any such information to the undersigned's attorney-in-fact appointed by this
Power of Attorney and approves and ratifies any such release of information; and

(4)  take any other action of any type whatsoever in connection with the
foregoing which, in the opinion of such attorney-in-fact, may be of benefit to,
in the best interest of, or legally required by, the undersigned, it being
understood that the documents executed by such attorney-in-fact on behalf of the
undersigned pursuant to this Power of Attorney shall be in such form and shall
contain such information and disclosure as such attorney-in-fact may approve in
such attorney-in-fact's discretion.

     The undersigned hereby grants to the foregoing attorney-in-fact full power
and authority to do and perform any and all acts and things whatsoever
requisite, necessary and proper to be done in the exercise of any of the rights
and powers herein granted, as fully to all intents and purposes as the
undersigned might or could do if personally present, with full power of
substitution or revocation, hereby ratifying and confirming all that such
attorney-in-fact, or such attorney-in-fact's substitute or substitutes, shall
lawfully do or cause to be done by virtue of this Power of Attorney and the
rights and powers herein granted. The undersigned acknowledges that the
foregoing attorney-in-fact, in serving in such capacity at the request of the
undersigned, is not assuming any of the undersigned's responsibilities to comply
with Section 16 of the Exchange Act. This Power of Attorney shall remain in full
force and effect until the undersigned is no longer required to file Forms 3, 4
or 5 with respect to the undersigned's holdings of and transactions in
securities issued by the Company, unless earlier revoked by the undersigned by
delivering a signed, original "Revocation of Power of Attorney" to the
attorney-in-fact.

     IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be
executed as of this 6th day of January, 2020.

                                              /s/John W. Gibson, Jr.
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                                           Signature

                                              John W. Gibson, Jr.
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                                           Print Name