8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

Date of report (Date of earliest event reported): January 6, 2021

TETRA Technologies, Inc.

(Exact Name of Registrant as Specified in Charter)

Delaware	1-13455	74-2148293
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)

24955 Interstate 45 North

The Woodlands, Texas 77380

(Address of Principal Executive Offices, and Zip Code)

(281) 367-1983

Registrant’s Telephone Number, Including Area Code

(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 communication 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 communication pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communication 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	TTI	NYSE

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).
	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.

On January 6, 2021, Paul D. Coombs notified the board of directors (the “Board”) of TETRA Technologies, Inc. (the “Company”) of his decision to not stand for re-election at the 2021 Annual Meeting of Stockholders anticipated to be held in the Spring of 2021 (the “Annual Meeting”). At the conclusion of the Annual Meeting, Mr. Coombs’s current term as a director will expire and he will retire from the Company’s Board.

Item 7.01. Regulation FD Disclosure

On January 7, 2021, the Company issued a news release announcing Mr. Coombs intent to retire.  A copy of this news release is furnished in this Item 7.01 and in Exhibit 99.1 to this Current Report and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section, nor shall such information be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

Exhibit Number	Description
99.1	News Release dated January 7, 2021 issued by TETRA Technologies, Inc.

SIGNATURES

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.

TETRA Technologies, Inc.
By:	/s/Brady M. Murphy
	Brady M. Murphy
	President and Chief Executive Officer

Date: January 7, 2021

EX-99.1

Exhibit 99.1

TETRA TECHNOLOGIES, INC. ANNOUNCES
PLANNED RETIREMENT OF PAUL D. COOMBS
FROM ITS BOARD OF DIRECTORS

THE WOODLANDS, Texas, January 7, 2021 — TETRA Technologies, Inc. (“TETRA” or the “Company”) (NYSE: TTI) announced today that Paul D. Coombs has informed the Board of Directors of his intent to retire from TETRA’s board following completion of the 2021 Annual Meeting of TETRA Stockholders. The Board of Directors expressed its congratulations to Mr. Coombs for his career, and gratitude for his contributions to the success of TETRA. In connection with Mr. Coombs’ retirement, the board expects to reduce its size from eight to seven members as a cost reduction measure appropriate in the current environment.

Mr. Coombs joined TETRA in 1982 and held several positions of increasing responsibility during his tenure, including Executive Vice President of Strategic Initiatives, Chief Operating Officer, and Senior Vice President of Oil and Gas. His intimate knowledge of the Company’s operations, combined with his industry relationships, were instrumental in the growth and success of TETRA from its earliest beginnings. He was appointed to the TETRA Board of Directors in 1994.  Mr. Coombs retired as an executive officer in 2007 and has continued to serve TETRA as an active and engaged board member.

“The TETRA board and I deeply appreciate Paul’s long record of accomplishments, and we thank him for the commitment, leadership, and many contributions over his 39 years with TETRA,” said Chairman of the Board William D. Sullivan. “As an executive officer Paul led and shaped many important initiatives at TETRA, and as a board member he provided valuable insight from operational, strategic, and customer relationship perspectives. We wish him the best in his retirement.”

“I would like to thank TETRA and its employees for their hard work and dedication,” Mr. Coombs said. “I appreciate the many close friendships that have developed during my time at TETRA.”

Company Overview

TETRA Technologies, Inc., is a geographically diversified oil and gas services company, focused on completion fluids and associated products and services, water management, frac flowback, production well testing, and compression services and equipment. TETRA owns an equity interest, including all of the general partner interest, in CSI Compressco LP (NASDAQ: CCLP), a master limited partnership. The capital structures, including long-term debts, of TETRA and CSI Compressco LP are distinct and separate with no cross-default provisions, no cross-collateralization provisions, and no cross-guarantees.

Investor Contact

Elijio Serrano, CFO
TETRA Technologies, Inc.
The Woodlands, Texas
TEL: 281-367-1983
www.tetratec.com