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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): October 9, 2020
Stabilis Solutions, Inc.
(Exact name of registrant as specified in its charter)
Florida 000-24575 59-3410234
(State or other jurisdiction
of incorporation)
(Commission
File Number)
(IRS Employer
Identification No.)
10375 Richmond Ave. Suite 700
Houston, Texas
77042
(Address of principal executive offices) (Zip Code)
Registrant’s telephone number, including area code: 832-456-6500
Stabilis Energy, Inc.
(Former name)
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))
Securities registered pursuant to Section 12(b) of the Act:
Title of each class Trading Symbol Name of each exchange on which registered
Common Stock, $.001 par value SLNG The OTCQX Best Market
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 5.03. Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.
At the Annual Meeting of Stockholders of Stabilis Energy, Inc. (the “Company”) held on September 17, 2020 the stockholders of the Company authorized an amendment to the Articles of Incorporation to change the name of the Company to Stabilis Solutions, Inc. On October 9, 2020, Amended and Restated Articles of Incorporation were filed by the Secretary of State of Florida and a copy is set forth as Exhibit 3.1 to this Current Report on Form 8-K.

Item 9.01 Financial Statements and Exhibits.
Exhibits:
Exhibit
No.
Description
3.1
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.
STABILIS SOLUTIONS, INC.
By: /s/ Andrew L. Puhala
Andrew L. Puhala
Secretary
Date: October 15, 2020


Exhibit 3.1
AMENDED AND RESTATED
ARTICLES OF INCORPORATION
OF
STABILIS ENERGY, INC.
(Document No. P96000086882)


* * *

Pursuant to the Florida Business Corporation Act, Stabilis Energy, Inc. hereby amends and restates its Articles of Incorporation and states as follows:
(a) The name of the corporation is Stabilis Energy, Inc.
(b) The text of the Amended and Restated Articles of Incorporation is set forth below.
(c) The Amended and Restated Articles of Incorporation consolidates all amendments into a single document.
(d) The amendment to the Articles of Incorporation contained herein was duly approved by the shareholders of the corporation at a meeting on September 17, 2020. The number of votes cast for the amendment by the shareholders in a manner required by the Florida Business Corporation Act was sufficient for approval.
IN WITNESS HEREOF, the undersigned has executed these Articles of Amendment and Restatement as of September 17, 2020.
STABILIS ENERGY, INC.
By: /s/ Andrew L. Puhala
Name: Andrew L. Puhala
Title: Secretary














AMENDED AND RESTATED
ARTICLES OF INCORPORATION
OF
STABILIS ENERGY, INC.

(Document No. P96000086882)


ARTICLE 1
Name

The name of the corporation is STABILIS SOLUTIONS, INC.

ARTICLE 2
Purpose

The purpose or purposes of the Corporation shall be to engage in any lawful act or activity for which corporations may be organized under the Florida Business Corporation Act.
ARTICLE 3
Capital Stock

The total amount of capital stock which this Corporation has the authority to issue is as follows:
37,500,000 shares of common stock, $.001 par value per share; and
1,000,000 shares of Preferred Stock, $.001 par value per share.
The Board of Directors is authorized, subject to limitations prescribed by law, to provide for the issuance of the shares of such preferred stock in series, and to establish from time to time the number of shares to be included in each series, and to fix the designation, powers, preferences and relative, participating, optional or other special rights of the shares of each series and the qualifications, limitations or restrictions thereof.



The authority of the Board with respect to each series of preferred stock shall include, but not be limited to, determination of the following:
A.The number of shares constituting the series and distinctive designation of the series;

B.The dividend rate on the shares of the series, whether dividends shall be cumulative,
and, if so, from which date or dates, and the relative rights of priority, if any, of payments of dividends on shares of the series;

C.Whether the series will have voting rights, and if so, the terms of the voting
rights;
D.Whether the series will have conversion privileges, and, if so, the terms and conditions of the conversion, including provision for adjustment of the conversion rate in such events as the Board of Directors determines;

E.Whether or not the shares of the series will be redeemable; and, if so, the terms and conditions of redemption, including the date or dates upon or after which they shall be redeemable, and the amount per share payable in case of redemption, which amount may vary under different conditions and at different redemption dates;

F.Whether the series shall have a sinking fund for the redemption or purchase of shares of the series, and, if so, the terms and amount of the sinking fund;

G.The rights of the shares of the series in the event of voluntary or involuntary liquidation, dissolution or winding up of the Corporation, and the relative rights or priority, if any, of payment of shares of the series; and

H.Any other relative terms, rights, preferences and limitations, if any, of the series as the Board of Directors may lawfully fix under the laws of the State of Florida as in effect at the time of the creation of such series.

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ARTICLE 4
Indemnification of Directors, Officers and
Other Authorized Representatives

1.Indemnification. The Corporation shall indemnify its officers, Directors, employees and agents against liabilities, damages, settlements and expenses (including attorneys’ fees) incurred in connection with the Corporation’s affairs, and shall advance such expenses to any such officers, directors, employees and agents, to the fullest extent permitted by law.
2.Effect of Modification. Any repeal or modification of any provision of this Article 4
by the shareholders of the Corporation shall not adversely affect any right to protection of a Director, officer, employee or agent of the Corporation existing at the time of the such repeal or modification.
3.Liability Insurance. The Corporation shall have the power to purchase and maintain insurance on behalf of any person who is or was a Director, officer, employee or agent of the Corporation or is or was serving at the request of the Corporation as a Director, officer, employee or agent to another corporation, partnership, joint venture, trust or other enterprise, against any liability asserted against him and incurred by him in any such capacity or arising out of his status as such, whether or not the Corporation would have the power to indemnify him against liability under the provision of this Article 4.
4. No Rights of Subrogation. Indemnification hereunder and under the Bylaws shall be a personal right and the Corporation shall have no liability under this Article 4 to any insurer or any person, corporation, partnership, association, trust or other entity (other than the heirs, executors or administrators of such person) by reason of subrogation, assignment or succession by any other means to the claim of any person to indemnification hereunder or under the Corporation’s Bylaws.






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ARTICLE 5
Right to Amend or Repeal Article

The Corporation reserves the right to amend, alter, change or repeal any provision contained in these Articles of Incorporation or any amendment hereto, in the manner now or hereafter prescribed by statute, and all rights and powers herein conferred on shareholders are granted subject to this reserved power.
ARTICLE 6
Severability

In the event any provision (including any provision within a single article, section, paragraph or sentences) of these Articles should be determined by a court of competent jurisdiction to be invalid, prohibited or unenforceable for any reason, the remaining provisions and parts hereof shall not be in any way impaired and shall remain in full force and effect and enforceable to the fullest extent permitted by law.
ARTICLE 7
Effective Date
The effective date of these Amended and Restated Articles of Incorporation shall be September 30, 2020.
IN WITNESS HEREOF, the undersigned, a duly authorized officer of the Corporation, has executed these Articles of Amendment and Restatement as of September 17, 2020.
By: /s/ Andrew L. Puhala
Name: Andrew L. Puhala
Title: Secretary









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