HALCON RESOURCES CORP (Form: 8-K, Received: 08/15/2019 06:12:30)

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): August 14, 2019

HALCÓN RESOURCES CORPORATION

(Exact name of registrant as specified in its charter)

Delaware		001-35467		20-0700684
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification No.)

1000 Louisiana St., Suite 1500 Houston, Texas		77002
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code: (832) 538-0300

(Former name or former address, if changed since last report)

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 par value $0.0001		HKRS		OTC Pink

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):

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))

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 o

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. o

Item 5.02 Appointment of Certain Officers.

Appointment of Chief Financial Officer

On August 14, 2019, Halcón Resources Corporation (the “Company”) announced that effective immediately, the board of directors of the Company (the “Board”), appointed Ragan T. Altizer as Chief Financial Officer of the Company, replacing Quentin R. Hicks who resigned as Chief Financial Officer effective August 13, 2019. Mr. Altizer served as the Chief Financial Officer of Ajax Resources, LLC (“Ajax”), from October 2015 until it sold substantially all of its assets to Diamondback Energy, Inc. in October 2018, after which Mr. Altizer pursued additional opportunities. Prior to his tenure at Ajax, he served as US Regional Chief Financial Officer and Global Controller for Hill+Knowlton Strategies from October 2011 until September 2015. Mr. Altizer has more than 30 years of experience as a financial leader in a variety of industries, beginning with 15 years focused in oil and gas upstream operations. He began his career in Houston with Cooper & Lybrand’s audit practice serving a number of E&P and oilfield services clients and later served as Corporate Controller and Treasurer for Brooklyn Union Gas Company’s upstream operations. Mr. Altizer earned a Bachelor of Business Administration degree in Accounting from Texas A&M University and is a Certified Public Accountant in the State of Texas.

In connection with Mr. Altizer’s appointment as the Company’s Chief Financial Officer, the Compensation Committee of the Board (the “Compensation Committee”) approved as compensation for Mr. Altizer, among other things: (i) a guaranteed fixed monthly bonus through December 2019 equal to a pro-rated amount of his annual salary in lieu of a 2019 bonus, (ii) an annual base salary of $350,000, (iii) eligibility to earn a target annual bonus under the Company’s annual incentive plan equal to 100% of base salary, (iv) eligibility for annual grants of equity awards as determined in the sole discretion of the Compensation Committee pursuant to the Company’s equity compensation plans; and (v) benefits that are customarily provided to similarly situated executives of the Company.

There are no related party transactions involving Mr. Altizer that are reportable under Item 404(a) of Regulation S-K. There are no family relationships between Mr. Altizer and any other directors or executive officers of the Company.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits. The following exhibit is furnished as part of this Current Report on Form 8-K:

Exhibit No.		Description

99.1		Press release issued by Halcón Resources Corporation dated August 14, 2019.

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	HALCÓN RESOURCES CORPORATION

August 14, 2019	By:	/s/ Richard H. Little
	Name:	Richard H. Little
	Title:	Chief Executive Officer

Exhibit 99.1

NEWS RELEASE

Halcón Announces Appointment of New Chief Financial Officer

Seasoned, Strategic Finance Executive Ragan T. Altizer Named Chief Financial Officer

HOUSTON — August 14, 2019 — Halcón Resources Corporation (OTC PINK: HKRS) (“Halcón” or the “Company”) today announced that Ragan T. Altizer has been appointed Executive Vice President, Chief Financial Officer and Treasurer of the Company effective August 14, 2019. Mr. Altizer will replace Quentin Hicks, who resigned as Executive Vice President, Chief Financial Officer and Treasurer, effective August 13, 2019. Mr. Altizer has more than 30 years of experience as a financial leader in a variety of industries and will lead the Company’s financial strategy and oversee the Company’s financial operations, including budgeting, planning, treasury, accounting, tax, reporting and investor relations functions.

“Ragan is joining Halcón at a critical time and will help lead our focus on capital discipline, cost control and strategic plans for developing the Company’s assets to maximize shareholder return,” commented Rich Little, Halcón’s Chief Executive Officer.

Mr. Altizer most recently served as the Chief Financial Officer of Ajax Resources, LLC (“Ajax”) from October 2015, until it sold substantially all of its assets to Diamondback Energy, Inc. in October 2018. Prior to his tenure at Ajax, he served as US Regional Chief Financial Officer and Global Controller for Hill+Knowlton Strategies. Mr. Altizer’s career began with 15 years focused in oil and gas in Houston, first with Coopers & Lybrand’s audit practice serving a number of E&P and oilfield services clients and later serving as Corporate Controller and Treasurer for Brooklyn Union Gas Company’s upstream operations. Mr. Altizer earned a Bachelor of Business Administration degree in Accounting from Texas A&M University and is a Certified Public Accountant in the State of Texas.

Mr. Little further commented, “Quentin has been a key member of the management team at Halcón since joining the company in 2012 and played an integral role in the recent months in assisting with our review of strategic and financial alternatives. On behalf of the Board and our Company, I would like to thank Quentin for his dedication and significant contributions to Halcón over the years. We wish him well in his future endeavors.”

Forward Looking Statements

This release may contain forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Statements that are not strictly historical statements constitute forward-looking statements and may often, but not always, be identified by the use of such words such as “expects”, “believes”, “intends”, “anticipates”, “plans”, “estimates”, “potential”, “possible”, or “probable” or statements that certain actions, events or results “may”, “will”, “should”, or “could” be taken, occur or be achieved. Forward-looking statements are based on current beliefs and expectations and involve certain assumptions or estimates that involve various risks and uncertainties that could cause actual results to differ materially from those reflected in the statements. These risks include, but are not limited to, the ability to confirm and consummate a plan

of reorganization in accordance with the terms of the RSA; risks attendant to the bankruptcy process, including the effects thereof on the Company’s business and on the interests of various constituents, the length of time that the Company might be required to operate in bankruptcy and the continued availability of operating capital during the pendency of such proceedings; risks associated with third party motions in any bankruptcy case, which may interfere with the ability to confirm and consummate a plan of reorganization, potential adverse effects on the Company’s liquidity or results of operations; increased costs to execute the reorganization, effects on market price of the Company’s common stock and on the Company’s ability to access the capital markets, and the risks set forth in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2018 and other filings submitted by the Company to the SEC, copies of which may be obtained from the SEC’s website at www.sec.gov or through the Company’s website at www.halconresources.com. Readers should not place undue reliance on any such forward- looking statements, which are made only as of the date hereof. The Company has no duty, and assumes no obligation, to update forward-looking statements as a result of new information, future events or changes in the Company’s expectations.

About Halcón Resources

Halcón Resources Corporation is an independent energy company engaged in the acquisition, production, exploration and development of onshore oil and natural gas properties in the United States.

Contact

John-Davis Rutkauskas

Director, Finance & Investor Relations

(832) 538-0551