Infinity Natural Resources (INR) appoints Cary Baetz as new CFO
Rhea-AI Filing Summary
Infinity Natural Resources, Inc. appointed Cary Baetz as Executive Vice President and Chief Financial Officer, effective August 12, 2026. Baetz, who has over 30 years of financial leadership experience in energy and industrial sectors, will receive an initial annual base salary of $500,000 and is eligible for a 2026 target bonus equal to 100% of salary, prorated to his start date. He will receive one-time equity grants on or around the transition date consisting of $437,500 in performance stock units vesting on the same schedule as PSUs granted March 3, 2026, and $437,500 in restricted stock units vesting ratably over three years, plus prospective annual long‑term incentive awards from 2027 with an aggregate grant date value of about $1,750,000. Baetz is designated a Tier 1 Executive under the Executive Change in Control and Severance Plan and will enter into a participation agreement and standard officer indemnification agreement. David Sproule will resign as Executive Vice President and Chief Financial Officer effective the same date under a Severance Agreement providing Tier 1 benefits and pro rata vesting of his PSUs, subject to a release and covenant compliance. A related press release also announces Andrew Judge as Senior Vice President of Finance.
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8-K Event Classification
3 items: 5.02, 7.01, 9.01
3 items
Item 5.02
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers
Governance
Key personnel changes including departures, elections, or appointments of directors and executive officers.
Item 7.01
Regulation FD Disclosure
Disclosure
Material non-public information disclosed under Regulation Fair Disclosure, often investor presentations or guidance.
Item 9.01
Financial Statements and Exhibits
Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Key Figures
CFO base salary: $500,000 per year
2026 target bonus: 100% of salary
One-time PSU grant: $437,500 grant date value
+3 more
6 metrics
CFO base salary
$500,000 per year
Initial annual base salary for Executive Vice President and CFO Cary Baetz
2026 target bonus
100% of salary
Short-term incentive target for 2026, prorated to Baetz’s start date
One-time PSU grant
$437,500 grant date value
Performance stock units for Baetz, vesting on same schedule as March 3, 2026 officer PSUs
One-time RSU grant
$437,500 grant date value
Restricted stock units for Baetz, vesting ratably over three years
Annual LTIP from 2027
$1,750,000 grant date value
Aggregate grant date value of long-term incentive awards Baetz is eligible for commencing in 2027
CFO transition date
August 12, 2026
Effective date for Baetz’s appointment and Sproule’s resignation as CFO
Key Terms
performance stock units, restricted stock units, Executive Change in Control and Severance Plan, Tier 1 Executive, +1 more
5 terms
performance stock units financial
"one-time grants of (x) performance stock units (“PSUs”) with an aggregate grant date value"
Performance stock units are a type of company award that grants employees shares of stock only if certain performance goals are met. They motivate employees to work toward specific company achievements, aligning their interests with those of shareholders. For investors, they can influence a company's future stock supply and reflect management’s confidence in reaching key targets.
restricted stock units financial
"and (y) restricted stock units with an aggregate grant date value of approximately $437,500"
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
Executive Change in Control and Severance Plan financial
"designated as an Eligible Employee in the Company’s Executive Change in Control and Severance Plan"
Tier 1 Executive financial
"eligible to receive severance pay and benefits under the Executive Severance Plan as a Tier 1 Executive"
pro rata vesting financial
"entitle him to (i) payments and benefits as a Tier 1 Executive ... and (ii) pro rata vesting of all of the PSUs"
AI-generated analysis. How Rhea-AI works. Not financial advice.
FAQ
What executive changes does Infinity Natural Resources (INR) disclose in this 8-K?
Infinity Natural Resources appoints Cary Baetz as Executive Vice President and Chief Financial Officer and names Andrew Judge as Senior Vice President of Finance, both effective August 12, 2026, while current CFO David Sproule resigns effective the same date.
What is the compensation package for new CFO Cary Baetz at INR?
Cary Baetz will receive an initial annual base salary of $500,000, a 2026 target bonus equal to 100% of salary (prorated), and one‑time equity grants of approximately $437,500 in PSUs and $437,500 in RSUs, plus future long‑term incentives of about $1,750,000 annually starting in 2027.
What equity awards will Infinity Natural Resources grant to Cary Baetz?
On or around August 12, 2026, Infinity will grant Baetz PSUs worth about $437,500, vesting on the same schedule as PSUs granted March 3, 2026, and RSUs worth about $437,500, vesting ratably over three years, subject to continued employment and plan terms.
How is outgoing CFO David Sproule treated under his Severance Agreement at INR?
David Sproule’s resignation effective August 12, 2026 entitles him to Tier 1 Executive payments and benefits under the Executive Severance Plan and pro rata vesting of his PSUs, contingent on signing and not revoking a general release and complying with restrictive covenants.
Is David Sproule’s resignation from INR due to a disagreement with the company?
No. The company states that David Sproule’s resignation as Executive Vice President and Chief Financial Officer is not the result of any disagreement regarding Infinity’s operations, financial statements, policies, or practices, and occurs in connection with a negotiated Severance Agreement.
What severance protections does new CFO Cary Baetz receive at Infinity Natural Resources (INR)?
Cary Baetz is designated as an Eligible Employee and Tier 1 Executive under Infinity’s Executive Change in Control and Severance Plan. He will enter into a participation agreement providing specified severance pay and benefits, consistent with the form previously filed by the company.
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 (Date of earliest event reported): August 5, 2026
__________________________
(Exact name of registrant as specified in its charter)
__________________________
| (State or other jurisdiction of incorporation) | (Commission File Number) | (I.R.S. Employer Identification No.) | ||||||||||||
(Address of principal executive offices, including zip code)
(304 ) 212-2350
(Registrant’s telephone number, including area code)
__________________________
Check the appropriate box below if the Form 8-K 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)) | |||||
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||||||||||||
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 x
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. o
| Item 5.02. | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. | ||||
Executive Vice President and Chief Financial Officer Appointment
On August 5, 2026, the Board of Directors (the “Board”) of Infinity Natural Resources, Inc. (the “Company”) appointed Cary Baetz as Executive Vice President and Chief Financial Officer of the Company, effective as of August 12, 2026 (the “CFO Transition Date”).
Mr. Baetz, age 61, most recently served as the Chief Financial Officer of Boart Longyear Ltd., an international mineral exploration company, from June 2024 until April 2026. From June 2017 to December 2023, Mr. Baetz served as Executive Vice President, Chief Financial Officer, and as a director of Berry Corporation, a publicly traded upstream energy company. From January 2012 to April 2017, Mr. Baetz served as Chief Financial Officer and Treasurer of Seventy Seven Energy Inc., a domestic oilfield services company. He served as Chief Financial Officer of Atrium Companies, Inc., a manufacturing company of windows and doors from 2010 to 2012. Prior to Atrium Companies, Inc., he held various finance and operational positions of increasing responsibilities, including as chief financial officer, with publicly traded and privately held companies, including Chesapeake Oilfield Services, Boots & Coots International Well Services and Chaparral Steel Company. Mr. Baetz also currently serves on the Board of Oklahoma A&M Board of Regents and the Oklahoma State University Board of Governors. Mr. Baetz holds a Bachelor of Science in Finance and Accounting from Oklahoma State University and a Master of Business Administration from the University of Arkansas.
In connection with his appointment as Executive Vice President and Chief Financial Officer, Mr. Baetz entered into an offer letter (the “Offer Letter”) with the Company setting forth the terms of his employment and compensation. Pursuant to the Offer Letter, Mr. Baetz will be entitled to an initial annual base salary of $500,000. Mr. Baetz will be eligible for certain short-term incentive awards with a target bonus for 2026 of 100% of his salary prorated based upon his start date, with the actual payout subject to company and individual performance. Mr. Baetz is also eligible to receive the following: (i) on or around the CFO Transition Date, one-time grants of (x) performance stock units (“PSUs”) with an aggregate grant date value of approximately $437,500, that vest on the same schedule as the PSUs granted to the Company’s other officers on March 3, 2026 and (y) restricted stock units with an aggregate grant date value of approximately $437,500, that vest ratably on the first three anniversaries of the grant date, conditional on Mr. Baetz’s continued employment; and (ii) subject to the approval of the Board and/or the Compensation Committee of the Board, certain annual long-term incentive awards under the terms and conditions of the Company’s long-term incentive program commencing in 2027 with an aggregate grant date value of approximately $1,750,000.
In connection with this appointment, Mr. Baetz has been designated as an Eligible Employee in the Company’s Executive Change in Control and Severance Plan (the “Executive Severance Plan”) and is eligible to receive severance pay and benefits under the Executive Severance Plan as a Tier 1 Executive. On or around the CFO Transition Date, Mr. Baetz will enter into a participation agreement to the Executive Severance Plan with the Company, which will follow in all material respects the form filed with the Company’s Current Report on Form 8-K dated February 3, 2025. Capitalized terms used but not otherwise defined in this paragraph have the meanings assigned to them in the Executive Severance Plan, a copy of which has been filed with the Company’s Current Report on Form 8-K dated February 3, 2025.
In connection with this appointment, the Company and Mr. Baetz will also enter into the Company’s standard indemnification agreement for officers, the form of which has been filed with the Company’s Annual Report on Form 10-K for the year ended December 31, 2025.
There is no arrangement or understanding between Mr. Baetz and any other person pursuant to which he was appointed as Executive Vice President and Chief Financial Officer. There are no family relationships between Mr. Baetz and any of the Company’s directors, executive officers or persons nominated or chosen by the Company to become a director or executive officer of the Company. There are no transactions between Mr. Baetz and the Company that would be required to be reported under Item 404(a) of Regulation S-K of the Securities Exchange Act of 1934, as amended (the “Exchange Act”).
Resignation of David Sproule as Executive Vice President and Chief Financial Officer
In connection with the appointment of Mr. Baetz on August 5, 2026, David Sproule resigned as Executive Vice President and Chief Financial Officer of the Company effective as of the CFO Transition Date, pursuant to a transition, severance and release agreement dated August 9, 2026 (the “Severance Agreement”). Mr. Sproule’s resignation is not a
result of any disagreement with the Company on any matter relating to the Company’s operations, financial statements, policies, or practices. Pursuant to the Severance Agreement, Mr. Sproule’s employment will end on the CFO Transition Date.
Pursuant to the Severance Agreement, Mr. Sproule’s resignation will entitle him to (i) payments and benefits as a Tier 1 Executive under the Executive Severance Plan, subject to the terms and conditions therein, and (ii) pro rata vesting of all of the PSUs held by Mr. Sproule as of the CFO Transition Date, with each tranche of units vesting at the end of the applicable performance period based on the Company’s actual achievement of applicable performance criteria, subject to the terms and conditions under his applicable PSU agreements; provided, the foregoing payments and benefits are each subject to Mr. Sproule’s timely execution and non-revocation of a general release of claims in favor of the Company and Mr. Sproule’s continued compliance with applicable restrictive covenants.
The foregoing description of the Severance Agreement is not complete and is qualified in its entirety by reference to the full text of the Severance Agreement, which is filed herewith as Exhibit 10.1 and is incorporated herein by reference.
| Item 7.01. | Regulation FD Disclosure. | ||||
On August 10, 2026, the Company issued a press release in connection with the appointment of Mr. Baetz as Executive Vice President and Chief Financial Officer. A copy of the press release is furnished as Exhibit 99.1 hereto and is incorporated herein by reference.
The information furnished in this Current Report on Form 8-K pursuant to Item 7.01, including Exhibit 99.1, shall not be deemed “filed” for any purpose, including for purposes of Section 18 of the Exchange Act, or otherwise be subject to the liabilities of that Section, nor shall it be deemed to be incorporated by reference in any filing of the Company under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such filing.
| Item 9.01. | Financial Statements and Exhibits. | ||||
(d)Exhibits.
| Exhibit Number | Description | |||||||
| 10.1* | Transition, Severance and Release Agreement, dated August 9, 2026, by and between the Company and David Sproule. | |||||||
| 99.1 | Press Release, dated August 10, 2026. | |||||||
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). | |||||||
* Certain of the schedules and exhibits to this Exhibit have been omitted pursuant to Item 601(a)(5) of Regulation S-K. A copy of any omitted schedule or exhibit will be furnished to the U.S. Securities and Exchange Commission upon request. Certain personally identifiable information has also been omitted from this exhibit pursuant to Item 601(a)(6) of Regulation S-K.
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.
| INFINITY NATURAL RESOURCES, INC. | |||||||||||
| By: | /s/ Zack Arnold | ||||||||||
| Zack Arnold | |||||||||||
| President and Chief Executive Officer | |||||||||||
Dated: August 10, 2026
Exhibit 99.1
Infinity Natural Resources Appoints Cary Baetz as EVP and Chief Financial Officer; Andrew Judge as SVP of Finance
August 10, 2026
Morgantown, W. Va. --(BUSINESS WIRE)-- Infinity Natural Resources, Inc. ("Infinity" or the "Company") (NYSE: INR) today announced the appointment of Cary Baetz as Executive Vice President and Chief Financial Officer and Andrew Judge as Senior Vice President of Finance, with both effective August 12, 2026.
Mr. Baetz brings more than 30 years of financial leadership expertise spanning the energy, oilfield services, and industrial sectors, including a track record in capital markets execution, M&A, and building and running the financial systems and processes essential for high-growth public companies at scale.
Mr. Judge has over 15 years of financial and engineering leadership experience across the upstream oil & gas sector, including deep familiarity with capital markets, M&A, and standing up and scaling the investor relations and strategic finance functions of fast-growing companies.
“As Infinity continues to grow across Appalachia, we’re building a leadership team with the depth and experience to match our ambitions,” said Zack Arnold, President and Chief Executive Officer of Infinity. “Cary has a strong track record raising capital, leading companies through significant transactions, and building the financial infrastructure to support the kind of growth we expect. Andrew brings deep in-basin upstream knowledge and a proven ability to secure capital, evaluate M&A opportunities, and build strong investor relationships.”
“Infinity has assembled a strong and experienced management team and Board,” said Steve Gray, Chairman of the Board of Directors of Infinity. “The recent addition of two new Board members in Tim Dugan and Scott McNeill, each of whom brings significant public company leadership experience, further positions the Company for continued growth.”
“Infinity’s team has spent their careers living and working in the Appalachian Basin, and that continuity and local insight is what sets them apart. With increasing scale and strong financial flexibility, the Company is well positioned for disciplined growth for years to come,” said Cary Baetz. “Having led public company transitions, capital structure transformations, and strategic transactions throughout my career, I’m looking forward to applying that experience to build the financial systems and capital markets strategy to match Infinity’s growth.”
“Having spent the last several years building out the finance function at a growing Ohio Utica Shale operator, I have seen what it takes to scale a business in this basin, and I’m excited to bring that experience to Infinity as it continues to grow across Appalachia,” added Andrew Judge.
David Sproule, the Company’s current Executive Vice President and Chief Financial Officer, has resigned from his position as Executive Vice President and Chief Financial Officer with the Company, effective August 12, 2026. Mr. Sproule’s resignation is not a result of any disagreement with the Company on any matter relating to the Company’s operations, financial statements, policies, or practices.
“David has been instrumental in building and financing Infinity since our founding, playing a leadership role in raising the capital that enabled our growth and successfully positioning the Company for its initial public offering. We would
like to thank him for his pivotal role in building Infinity into the company it is today and wish him well in his future endeavors,” concluded Mr. Arnold.
About Cary Baetz
Mr. Baetz most recently served as Chief Financial Officer of Boart Longyear, where he led the separation of the business into three independent entities, overseeing financial carve-outs, infrastructure modernization and strategic transformation initiatives. Prior to joining Boart Longyear, he served as Executive Vice President, Chief Financial Officer, and a member of the Board of Directors of Berry Corporation (“Berry”), an independent California-based oil and gas producer. During his tenure, he played a key role in establishing Berry as a standalone public company, leading its 2018 initial public offering, recapitalizing the balance sheet, simplifying the capital structure, developing its shareholder return framework, and overseeing strategic acquisitions, divestitures, and financing initiatives.
Prior to Berry, Mr. Baetz served as Chief Financial Officer and Treasurer of Seventy Seven Energy, where he led the company’s spin-off from Chesapeake Energy and subsequent sale. Earlier in his career, he served as Chief Financial Officer of Chesapeake Oilfield Services, Atrium Corporation, and Boots & Coots International Well Services. He also held senior finance leadership positions at Chaparral Steel Company and Texas Industries, where he was instrumental in executing the Chaparral Steel Company spin-off, raising public and private capital, and leading strategic acquisitions and divestitures.
With more than 30 years of financial leadership experience, Mr. Baetz has extensive expertise in capital markets, M&A, corporate finance, strategic planning, investor relations, financial reporting, and corporate governance. He holds a Bachelor of Science in Finance and Accounting from Oklahoma State University and a Master of Business Administration in Finance from the University of Arkansas. He currently serves on the Board of Oklahoma A&M Board of Regents, a member of the Oklahoma State University Board of Governors and past board member of Junior Achievement of Oklahoma.
About Andrew Judge
Mr. Judge most recently served as Vice President – Finance & Business Development at Encino Energy (“Encino”), a private, CPP Investments-backed Ohio Utica Shale operator, where he played a key role in the company’s growth from a startup to a $5.6 billion sale to EOG Resources in 2025. During his tenure, he helped build Encino’s investor relations platform from the ground up and raise more than $2.0 billion in capital across equity, senior unsecured notes, and secured RBL credit facilities, and he directed the company’s annual budget and long-term planning processes as oil production grew from 15,000 bbl/d to over 60,000 bbl/d.
Prior to Encino, Mr. Judge was an Associate on the investment team at Quantum Energy Partners, where he evaluated more than $3 billion in growth equity, structured capital, venture capital, and public securities investments, and he served as a deal team member on seven portfolio company investments spanning upstream, midstream, and minerals. He began his career as an engineer at ExxonMobil, where he held roles across drilling, completions, and abandonments in offshore California, deepwater Gulf of Mexico, and Sakhalin, Russia, and later coordinated high-value initiatives for XTO Energy’s asset teams within ExxonMobil.
With over 15 years of financial and engineering leadership experience, Mr. Judge has extensive expertise in capital markets, investor relations, corporate strategy, and M&A within the upstream oil & gas sector. He holds a Master of
Business Administration from Harvard Business School and a Bachelor of Science in Petroleum Engineering, with a minor in Economics, from the University of Texas at Austin.
About Infinity
Infinity (NYSE: INR) is a growth oriented, independent energy company focused on the acquisition, development, production and gathering of hydrocarbons in the Appalachian Basin. Our operations are focused on the Utica Shale in eastern Ohio as well as our stacked dry gas assets in both the Marcellus and Utica Shales in southwestern Pennsylvania.
Contacts
Infinity Natural Resources, Inc.
Thomas Marchetti
Vice President, Investor Relations
Email: ir@infinitynr.com
Source: Infinity Natural Resources, Inc.
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