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): May 27, 2020

 

U.S. WELL SERVICES, INC.

(Exact name of registrant as specified in its charter)

 

 

 

 

Delaware

001-38025

81-1847117

(State or other jurisdiction
of incorporation)

(Commission
File No.)

(IRS Employer
Identification No.)

 

 

 

1360 Post Oak Boulevard

Suite 1800

Houston, Texas

77056

(Address of principal executive offices)

(Zip Code)

 

 

 

(832) 562-3730

(Registrant’s telephone number, including area code)

 

 

 

Not Applicable

(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:

☐

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

Ticker Symbol(s)

Name of each exchange on which registered

CLASS A COMMON STOCK $0.0001, par value per share

USWS

NASDAQ Capital Market

WARRANTS

USWSW

NASDAQ Capital 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 5.07

Submission of Matters to a Vote of Security Holders.

U.S. Well Services, Inc. (the “Company”) held its annual meeting of stockholders on May 27, 2020 and the Company’s stockholders voted on two (2) proposals.

The first proposal was the election of three (3) individuals to serve as Class II directors of the Company until the 2023 annual meeting of stockholders, and until their successors are elected and qualified or until their earlier death, resignation or removal. The election of the three (3) directors was approved as follows:

 

Proposal 1 —

 

 

 

 

 

 

 

 

 

Nominees for Directors

 

Votes For

 

 

Withheld

 

 

Broker Non-Votes

 

Steve Habachy

 

 

48,236,412

 

 

 

2,009,281

 

 

 

5,052,509

 

Adam Klein

 

 

41,972,791

 

 

 

8,272,902

 

 

 

5,052,509

 

David Matlin

 

 

47,990,799

 

 

 

2,254,894

 

 

 

5,052,509

 

 

The Company’s board of directors after the meeting include Joel Broussard, Richard Burnett, Ryan Carroll, Steve Habachy, Adam Klein, David Matlin, David L. Treadwell and Eddie Watson.

 

The second proposal was the ratification of the appointment of KPMG LLP, an independent registered public accounting firm, as the Company’s independent registered public accountants for the fiscal year ending December 31, 2020. The ratification of the appointment of KPMG LLP was approved as follows:

 

Proposal 2

 

Votes For

 

 

Votes Against

 

 

Abstentions

 

Ratification of KPMG LLP

 

 

53,315,526

 

 

 

27,437

 

 

 

1,955,239

 

 

 


 

2

 

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.

U.S. WELL SERVICES, INC.

 

 

By:/s/ Erin Simonson

Name:Erin Simonson

Title:Corporate Secretary

 

June 1, 2020

 

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