8-K

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 (or Date of Earliest Event Reported): January 9, 2023

SilverBow Resources, Inc.

(Exact name of Registrant as specified in its charter)

Delaware	001-8754	20-3940661
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

920 Memorial City Way, Suite 850

Houston, Texas 77024

(Address of principal executive offices)

(281) 874-2700

(Registrant’s telephone number)

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 (see General Instruction A.2. below):

¨    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	Trading Symbol(s)	Name of each exchange on which registered
Common Stock, par value $0.01 per share	SBOW	New York Stock Exchange
Preferred Stock Purchase Rights	None	New York Stock Exchange

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. ¨

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Item 5.05 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On January 9, 2023, the Board of Directors (the “Board”) of SilverBow Resources, Inc. (the “Company”) approved an increase to the size of the Board from seven to nine directors with one of the newly created directorships being allocated to Class I and the other newly created directorship being allocated to Class II, effective as of January 9, 2023 (the “Effective Time”), in accordance with the Company’s Certificate of Incorporation, as amended, and the Company’s Second Amended and Restated Bylaws. The Board appointed Jennifer M. Grigsby and Kathleen McAllister, effective as of the Effective Time, to fill the newly created Class I directorship as a Class I independent director and Class II directorship as a Class II independent director, respectively, to hold office until the next election of the respective class of directors and until their respective successors shall have been duly elected and qualified or until their earlier respective death, resignation, removal, retirement or disqualification.

Ms. Grigsby most recently served as the Secretary of Economic Administration for the State of Oklahoma, from March 2021 through November 2022 and also served as Executive Vice President and Chief Financial Officer of Ascent Resources, LLC from 2015 until 2020. Ms. Grigsby currently serves on the board of directors and audit committee of each of CrossFirst Bankshares, Inc. and Cetarus Ltd. and the board of directors and investment committee of CompSource Mutual Insurance Company.

Ms. McAllister most recently served as President and Chief Executive Officer of Transocean Partners LLC, from August 2014 through the merger of Transocean Partners LLC with Transocean Ltd. in December 2016, and as Chief Financial Officer from February 2016 until the merger. Ms. McAllister currently serves as an independent director and audit committee chair for The Metals Company, an independent director and audit committee member of Black Hills Corporation, and an independent director, audit committee and conflicts committee member of Höegh LNG Partners LP.

Each of Ms. Grigsby and Ms. McAllister will participate in the Company’s standard compensation program for non-employee directors, as determined by the Board from time to time. Currently, this program includes a $70,000 annual retainer for service on the Board and participation in the Company’s annual long-term incentive program for non-employee directors as recommended by the Company’s Compensation Committee. Each of Ms. Grigsby and Ms. McAllister also entered into standard indemnification agreements with the Company. Ms. Grigsby and Ms. McAllister will both be appointed to committees of the Board at a later date.

The Company is not aware of any transactions involving Ms. Grigsby or Ms. McAllister and the Company that require disclosure under Item 404(a) of Regulation S-K. In addition, there are no arrangements or understandings between Ms. Grigsby or Ms. McAllister and any other person pursuant to which they were selected to serve as directors.

Item 7.01. Regulation FD Disclosure

On January 9, 2023, the Company issued a press release announcing Ms. Grigsby’s and Ms. McAllister’s appointments to the Board, a copy of which is attached to this Current Report on Form 8-K as Exhibit 99.1.

In accordance with General Instruction B.2 of Form 8-K, the information furnished under this Item 7.01, including Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or as otherwise subject to the liability of such section, nor shall such information be deemed incorporated by reference in any filing under the Securities Act or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

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Item 9.01. Financial Statements and Exhibits

(d) Exhibits

Exhibit Number	Description
99.1	SilverBow Resources, Inc. Press Release, dated January 9, 2023
104	Cover Page Interactive Data File (formatted as Inline XBRL)

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SIGNATURE

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.

Date: January 9, 2023

SilverBow Resources, Inc.
By:	/s/ Christopher M. Abundis
	Christopher M. Abundis Executive Vice President, Chief Financial Officer and General Counsel

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EX-99.1

COMPANY CONTACT:FOR IMMEDIATE RELEASE

Jeff Magids

Director of Finance & Investor Relations

(281) 874-2700, (888) 991-SBOW

SilverBow Resources Appoints Two New Independent Directors

Houston, TX – January 9, 2023 – SilverBow Resources, Inc. (NYSE: SBOW) (“SilverBow” or “the Company”) announced today the appointments of Jennifer M. Grigsby and Kathleen McAllister to the SilverBow Board of Directors (the “Board”) effective immediately. Ms. Grigsby and Ms. McAllister join the Board as independent directors following a comprehensive search process, conducted with the assistance of a nationally recognized search firm, to complement the Board's existing credentials and qualifications.

Ms. Grigsby, a seasoned executive with experience in accounting, risk management, corporate governance and finance, primarily in the oil and gas exploration and production industry, served as the Secretary of Economic Administration for the State of Oklahoma, from March 2021 through November 2022. Prior to this role, Ms. Grigsby served as Executive Vice President and Chief Financial Officer of Ascent Resources, LLC from 2015 until 2020 and in various roles at Chesapeake Energy Corporation. She also currently serves as an independent director for CrossFirst Bankshares, Inc., Cetarus Ltd. and CompSource Mutual Insurance Company.

Ms. McAllister is an experienced public company executive and director with operational and financial expertise at companies in the energy value chain. She most recently served as President, Chief Executive Officer and Chief Financial Officer of Transocean Partners LLC from 2014 through the merger of Transocean Partners LLC with Transocean Ltd. in 2016. She also currently serves as an independent director for The Metals Company, Black Hills Corporation and Höegh LNG Partners LP.

Marcus C. Rowland, Independent Chairman of the Board, commented, “We are delighted to have Jennifer and Kathleen, two proven leaders and experienced directors in the oil and gas industry, join the Board. Each has a long history of enhancing the performance of major public companies as directors and executives. Their insight, knowledge and dedication will be valuable to SilverBow’s future growth and successful development.”

Michael Duginski, Chair of the Board’s Nominating and Strategy Committee, commented, “We undertook an extensive process of identifying, vetting, and evaluating director candidates. Jennifer’s and Kathleen’s track records of board leadership, along with managing organizations to achieve successful outcomes, will serve SilverBow and its stakeholders well in the years to come."

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In connection with these appointments, the Board increased its size from seven to nine directors, eight of whom are independent directors. Collectively, the directors have broad operational and financial experience in the oil and gas industry, including health, safety and environmental affairs, regulatory affairs, environmental stewardship, risk management, capital markets, mergers and acquisitions, commodity hedging and accounting.

ABOUT JENNIFER GRIGSBY

Ms. Grigsby has over 30 years of progressive senior management experience in accounting, treasury, risk management, corporate governance, and corporate finance, primarily in the oil and gas exploration and production industry. Most recently, Ms. Grigsby served as Secretary of Economic Administration for the State of Oklahoma, from March 2021 through November 2022. In this role, Ms. Grigsby oversaw more than 20 state agencies including the Oklahoma Employment Security Commission, the Office of the State Treasurer, the Oklahoma Tax Commission, the Lottery Commission and the State’s Pension and Retirement Systems. Prior to this role, Ms. Grigsby served as Executive Vice President and Chief Financial Officer of Ascent Resources, LLC, an oil and gas exploration and production company located in Oklahoma City, Oklahoma, from 2015 until 2020. Ms. Grigsby previously served as CFO of American Energy – Woodford, LLC and CEO and CFO of American Energy Minerals, LLC from February 2015 to July 2015. Prior to her roles at American Energy, Ms. Grigsby spent almost 19 years with Chesapeake Energy Corporation (NYSE: CHK) and served in various executive roles, including Senior Vice President, Treasurer and Corporate Secretary and Senior Vice President – Corporate and Strategic Planning. Ms. Grigsby is also a principal and co-founder of Amethyst Investments, LLC, a passive financial investment company in Oklahoma City, Oklahoma. Ms. Grigsby currently serves on the board of directors and audit committee of each of CrossFirst Bankshares, Inc. (NASDAQ: CFB) as well as Cetarus Ltd. and on the board of directors and investment committee of CompSource Mutual Insurance Company. Ms. Grigsby serves as immediate past chair of the board of directors of the YMCA of Greater Oklahoma City and on the board of directors of the Oklahoma Hall of Fame and the United Way of Central Oklahoma. Ms. Grigsby holds a BS degree in Accounting from Oklahoma State University and an MBA from Oklahoma City University. Ms. Grigsby is a Certified Public Accountant and Chartered Global Management Accountant and is a member of the Oklahoma Society of Certified Public Accountants and the American Institute of Certified Public Accountants. Ms. Grigsby is also National Association of Corporate Directors (NACD) Directorship CertifiedTM.

ABOUT KATHLEEN MCALLISTER

Ms. McAllister is a seasoned public company executive and director who has held diverse leadership roles in global, capital-intensive companies in the energy value chain. Most recently, Ms. McAllister served as President, Chief Executive Officer, and Director of Transocean Partners LLC (NYSE: RIGP) from 2014 to 2016 and as Chief Financial Officer in 2016. From 2011 to 2014, Ms. McAllister served as Vice President and Treasurer of Transocean Ltd. (NYSE and SIX: RIG) and led the initial public offering of Transocean Partners in 2014 after holding roles of increasing responsibility in corporate and operations, finance, treasury, accounting and tax with Transocean Ltd. Ms. McAllister began her career at Deloitte & Touche LLP and served in various finance, treasury, accounting and tax roles at Baker Hughes Company (NASDAQ: BKR), Helix Energy Solutions Group, Inc. (NYSE: HLX) and Veritas DGC Inc. (NYSE and TSX: VTS) prior to joining Transocean. Ms. McAllister currently serves as an independent director and audit committee chair for The Metals Company (NASDAQ: TMC), an independent director

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and audit committee member of Black Hills Corporation (NYSE: BKH), and an independent director, audit committee member and conflicts committee member of Höegh LNG Partners LP. (private, formerly NYSE: HMLP). Ms. McAllister serves on the National Association of Corporate Directors (NACD) Texas TriCities Chapter Board, for the University of Houston-Clear Lake College of Business Dean’s Advisory Council and on the Board of Aid to Victims of Domestic Abuse. Ms. McAllister holds a BS degree in Accounting from the University of Houston-Clear Lake.

ABOUT SILVERBOW RESOURCES, INC.

SilverBow Resources, Inc. (NYSE: SBOW) is a Houston-based energy company actively engaged in the exploration, development, and production of oil and gas in the Eagle Ford Shale and Austin Chalk in South Texas. With over 30 years of history operating in South Texas, the Company possesses a significant understanding of regional reservoirs which it leverages to assemble high quality drilling inventory while continuously enhancing its operations to maximize returns on capital invested. For more information, please visit www.sbow.com. Information on the Company’s website is not part of this release.

FORWARD-LOOKING STATEMENTS

This release includes “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. These forward-looking statements represent management's expectations or beliefs concerning future events, and it is possible that the results described in this release will not be achieved. These forward-looking statements are based on current expectations and assumptions and are subject to a number of risks and uncertainties, many of which are beyond our control. Important factors that could cause actual results to differ materially from our expectations include, but are not limited to, risks and uncertainties discussed in the Company’s reports filed with the U.S. Securities and Exchange Commission, including in its Annual Report on Form 10-K for the year ended December 31, 2021, and subsequent quarterly reports on Form 10-Q and current reports on Form 8-K. All forward-looking statements speak only as of the date of this news release. You should not place undue reliance on these forward-looking statements.

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Document and Entity Information	Aug. 03, 2022
Cover [Abstract]
Document Period End Date	Jan. 09, 2023
Document Type	8-K
Entity Registrant Name	SilverBow Resources, Inc.
Entity Incorporation, State or Country Code	DE
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Entity Tax Identification Number	20-3940661
Entity Address, Address Line One	920 Memorial City Way
Entity Address, Address Line Two	Suite
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Entity Address, State or Province	TX
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City Area Code	281
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Title of 12(b) Security	Common Stock, par value $0.01 per share
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Entity Central Index Key	0000351817