DEFA14A 1 d334126ddefa14a.htm DEFA14A DEFA14A

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

SCHEDULE 14A

Proxy Statement Pursuant to Section 14(a) of the

Securities Exchange Act of 1934

 

 

Filed by the Registrant  ☒                            Filed by a Party other than the Registrant  ☐

Check the appropriate box:

 

  Preliminary Proxy Statement
  Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))
  Definitive Proxy Statement
  Definitive Additional Materials
  Soliciting Material Pursuant to §240. 14a-12

KLX ENERGY SERVICES HOLDINGS, INC.

(Name of Registrant as Specified in its Charter)

(Name of Person(s) Filing Proxy Statement, if other than the Registrant)

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  Fee paid previously with preliminary materials.
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LOGO

KLX Energy Services Holdings, Inc.

3040 Post Oak Boulevard, 15th Floor

Houston, Texas 77056

(832) 844-1015

SUPPLEMENT TO PROXY STATEMENT FOR

THE ANNUAL MEETING OF STOCKHOLDERS

TO BE HELD ON JUNE 8, 2021

Explanatory Note

On May 7, 2021, KLX Energy Services Holdings, Inc. (the “Company”) filed with the Securities and Exchange Commission a definitive proxy statement (the “Proxy Statement”) in connection with the solicitation of proxies by the Board of Directors of the Company for use at the 2021 Annual Meeting of Stockholders (the “Annual Meeting”). The purpose of this supplement, dated May 20, 2021 (this “Supplement”) is solely to correct certain share counts on page 22 of the Proxy Statement to reflect the Company’s 1-for-5 reverse stock split effected on July 28, 2020. The corrections to the existing disclosure in the Proxy Statement are set forth below under the heading “Changes to the Proxy Statement”. Other than these changes, the Proxy Statement remains unchanged, and this Supplement does not otherwise modify, amend, supplement or affect the Proxy Statement.

Changes to the Proxy Statement

 

Name of Beneficial Owner

   Shares Beneficially
owned
     Percentage of
common stock
outstanding(1)
 

Amin J. Khoury(10)

     1,068,651  213,730        12.1  2.4

Heather M. Floyd(11)

     75,285  15,057        *  

Gary J. Roberts(12)

     639,363  127,872        7.2  1.4

 

*

Represents less than 1%.

(1)

Applicable percentage ownership is based on 8,835,686 shares of common stock outstanding as of April 19, 2020.

……

(10)

Information is based on a Form 4 filed on June 12, 2020, as adjusted for the Company’s 1-for-5 reverse stock split effected on July 28, 2020.

(11)

Information is based on a Form 4 filed on December 11, 2019, as adjusted for the Company’s 1-for-5 reverse stock split effected on July 28, 2020.

(12)

Information is based on a Form 4 filed on March 11, 2020, as adjusted for the Company’s 1-for-5 reverse stock split effected on July 28, 2020.