0000899243-20-020824.txt : 20200730 0000899243-20-020824.hdr.sgml : 20200730 20200730202107 ACCESSION NUMBER: 0000899243-20-020824 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20200728 FILED AS OF DATE: 20200730 DATE AS OF CHANGE: 20200730 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Baker Christopher J. CENTRAL INDEX KEY: 0001714015 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38609 FILM NUMBER: 201063007 MAIL ADDRESS: STREET 1: C/O QUINTANA ENERGY SERVICES STREET 2: 1415 LOUISIANA STREET, SUITE 2900 CITY: HOUSTON STATE: TX ZIP: 77002 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: KLX Energy Services Holdings, Inc. CENTRAL INDEX KEY: 0001738827 STANDARD INDUSTRIAL CLASSIFICATION: OIL, GAS FIELD SERVICES, NBC [1389] IRS NUMBER: 364904146 FISCAL YEAR END: 0131 BUSINESS ADDRESS: STREET 1: 1300 CORPORATE CENTER WAY CITY: WELLINGTON STATE: FL ZIP: 33414 BUSINESS PHONE: 561 383 5100 MAIL ADDRESS: STREET 1: 1300 CORPORATE CENTER WAY CITY: WELLINGTON STATE: FL ZIP: 33414 FORMER COMPANY: FORMER CONFORMED NAME: KLX Energy Services Inc. DATE OF NAME CHANGE: 20180426 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2020-07-28 0 0001738827 KLX Energy Services Holdings, Inc. KLXE 0001714015 Baker Christopher J. 1415 LOUISIANA STREET, SUITE 2900 HOUSTON TX 77002 0 1 0 0 President and CEO Common stock 2020-07-28 4 A 0 73269 A 73269 D On July 28, 2020, pursuant to the Agreement and Plan of Merger, dated May 3, 2020 (the "Merger Agreement"), by and among Quintana Energy Services Inc. ("QES"), KLX Energy Services Holdings, Inc. ("KLXE"), Krypton Intermediate LLC, and Kypton Merger Sub Inc. ("Merger Sub"), Merger Sub merged with and into QES (the "Merger"), with QES surviving the Merger as the wholly owned subsidiary of KLXE. Pursuant to the Merger Agreement, at the effective time of the Merger, (i) each share of QES common stock issued and outstanding immediately prior to the effective time of the Merger and (ii) each outstanding QES phantom unit, in each case, was converted into, and became exchangeable for, 0.0969 shares of KLXE common stock. On July 27, 2020 (the last trading day prior to consummation of the Merger and KLXE's 1-for-5 reverse stock split), the closing price of one share of KLXE common stock was $2.00 and the closing price of one share of QES common stock was $0.93. Pursuant to the Merger Agreement, at the effective time of the Merger, each outstanding QES restricted stock unit or performance share unit award was cancelled and converted into a KLXE restricted stock unit award based on an exchange ratio of 0.0969. Each KLXE restricted stock unit represents the contingent right to receive one share of KLXE common stock following vesting, so long as the reporting person remains continuously employed by, or continuously provides services to, KLXE or an affiliate of KLXE, as applicable, through each applicable vesting date. The number shown does not include any portion of a KLXE restricted stock unit award that, pursuant to the Merger Agreement, will be settled in cash rather than shares of KLXE common stock. /s/ Max L. Bouthillette, attorney-in-fact 2020-07-28