8-K 1 d664031d8k.htm 8-K 8-K





Washington D.C. 20549







Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

Date of report (date of earliest event reported): December 31, 2018




(Exact name of registrant as specified in its charter)




Delaware   001-38025   81-1847117

(State or other jurisdiction of




File No.)


(IRS Employer

Identification No.)

770 South Post Oak Lane

Suite 405

Houston, Texas

(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))

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 5.02

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

Appointment of New Director

On December 31, 2018, the Board of Directors (the “Board”) of U.S. Well Services, Inc. (the “Company”) increased the size of the Board to eight members and appointed Richard Burnett as a director effective immediately. Mr. Burnett was also appointed to the Audit Committee and designated Chairman of the Audit Committee. The Board determined that Mr. Burnett qualifies as an “audit committee financial expert,” as such term is defined in Item 401(h) of Regulation S-K. In connection with Mr. Burnett’s appointment, David Treadwell was removed from the Audit Committee.

As an independent director, Mr. Burnett will be compensated for his service as provided under the Board’s existing director compensation program. The Company also entered into its standard form of indemnity agreement with Mr. Burnett.

Mr. Burnett was not selected as a director pursuant to any arrangements or understandings with the Company or with any other person, and there are no related party transactions between Mr. Burnett and the Company that would require disclosure under Item 404(a) of Regulation S-K.




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.


By:   /s/ Kyle O’Neill
  Name:   Kyle O’Neill
  Title:   Chief Financial Officer

January 4, 2019