KLX Energy Services Holdings, Inc.
Extract: Charter Amendment (Plain English Desc) from a 8-K on 07/28/2020   Download
SEC Document
SEC Filing

As previously disclosed, at the annual meeting of KLXE’s stockholders held on July 24, 2020 (the “KLXE Annual Meeting”), KLXE’s stockholders approved, among other proposals, an amendment to the amended and restated certificate of incorporation of KLXE (the “Reverse Stock Split Amendment”) to effect a reverse stock split of KLXE common stock at a ratio within a range of 1-for-5 and 1-for-10, as determined by KLXE’s Board of Directors (the “Reverse Stock Split”). The KLXE Board of Directors resolved to implement the Reverse Stock Split at a ratio of 1-for-5.





On July 27, 2020, KLXE filed the Reverse Stock Split Amendment with the Delaware Secretary of State to effect the Reverse Stock Split. The Reverse Stock Split Amendment became effective on July 28, 2020, immediately prior to consummation of the Merger. As a result of the Reverse Stock Split, the number of issued and outstanding shares of KLXE Common Stock immediately before the Reverse Stock Split was reduced to a smaller number of shares, such that every five shares of KLXE Common Stock held by a stockholder immediately before the Reverse Stock Split were combined and reclassified into one share of KLXE Common Stock. Immediately following the Reverse Stock Split (but before consummation of the Merger), there were approximately 5.0 million shares of KLXE Common Stock outstanding.