KLX Energy Services Holdings, Inc. completed its subscription rights offering on September 29, 2026: 24,975,001 common shares were purchased at $1.49 per share, generating $37.2 million in gross proceeds to the company. KLX expects to use $31.0 million for general corporate purposes, including fees and expenses, and $6.2 million to redeem 2030 Notes at par plus accrued and unpaid interest. The Backstop Exchange will issue 59,273,445 shares to noteholders; the combined redemptions and exchange will reduce 2030 Notes principal by $94.0 million. KLX expects 105,677,168 common shares issued and outstanding after both transactions.
The amended indenture sets the total net leverage maintenance covenant at 4.50:1.00 beginning with the fiscal quarter ending September 30, 2026, stepping down to 3.00:1.00 for the quarter ending June 30, 2029. It raises the additional-debt incurrence test from 2.50:1.00 to 3.00:1.00, increases the purchase-money and capital-lease debt basket from $75.0 million to $85.0 million, and reduces the make-whole premium from 102% to 101%.
KLX Energy Services Holdings, Inc. is the issuer in a Form 25 notice concerning removal of its rights from Nasdaq listing and/or registration. Nasdaq Stock Market LLC certified it had reasonable grounds to believe it met the Form 25 filing requirements; the notice also states that the issuer complied with exchange requirements governing voluntary withdrawal.
KLX Energy Services Holdings, Inc. adopted a limited-duration stockholder rights plan effective September 23, 2026, and declared a dividend of one right for each outstanding common share held of record at the close of business October 5, 2026. Each right initially allows its holder to purchase one one-thousandth of a Series A Junior Participating Preferred share for $9.00, subject to adjustment. Rights generally become exercisable when a person or group reaches 10% ownership; a holder already at 10% or more generally also triggers the plan by acquiring one or more additional shares. Rights held by an Acquiring Person become void.
Rights expire September 23, 2027, unless earlier redeemed, exchanged or terminated. The Board said it intends to submit any extension beyond the initial term to stockholders for a vote. Separately, KLXE’s $125 million backstopped equity rights offering expired at 5:00 p.m. New York City time on September 23, 2026. Basic subscription rights covered 3.885 shares at $1.49 per whole share, subject to a 9.995% post-exercise ownership limit for eligible holders other than backstop parties. Backstop parties committed $94.0 million; after completion, the company expects the outstanding principal of its 2030 Notes to decline by $94.0 million through note exchanges and redemptions from excess proceeds.
KLX Energy Services Holdings, Inc. (KLXE) reported that President, Chief Executive Officer and Director Christopher J. Baker exercised basic subscription rights in connection with the company’s August 21, 2026 equity rights offering. He exercised 38,870 Basic Subscription Rights at a $1.49 subscription price per underlying share, acquiring 151,009 shares of common stock and increasing his directly held common stock to 605,735 shares. The derivative position in basic subscription rights decreased, with 415,856 rights reported as held directly after the transaction. No Rule 10b5-1 trading plan is reported.
KLX Energy Services Holdings, Inc. (KLXE) announced that its previously launched, $125 million backstopped rights offering is nearing expiration, with subscription rights scheduled to expire at 5:00 p.m. New York City time on September 23, 2026. Each subscription right entitles the holder to purchase 3.885 shares of common stock at a subscription price of $1.49 per share, under a rights offering made pursuant to an effective shelf registration statement on Form S-3 and a related prospectus supplement.
The company states that subscription rights will expire and have no value if not exercised before the expiration time. The subscription rights trade on Nasdaq under the symbol KLXER and will continue to do so until the close of trading on the Expiration Date. A 9.995% beneficial ownership cap applies to exercises by any holder and its affiliates, other than specified backstop parties. KLX also notes it may extend, amend or terminate the rights offering subject to conditions, and directs investors to the prospectus and its information agent, InvestorCom, for further details.
KLX Energy Services Holdings, Inc. director John T. Whates exercised subscription rights to acquire additional common stock in the company. On September 17, 2026, he exercised 27,000 Basic Subscription Rights, each exercisable at $1.49, converting them into 104,895 shares of common stock.
Following this transaction, he held 144,083 shares of common stock directly and 12,188 Basic Subscription Rights directly. The acquired shares were purchased at the subscription price offered in the company’s August 21, 2026 Equity Rights Offering. No Rule 10b5-1 trading plan is reported for these transactions.
KLX Energy Services Holdings, Inc. (KLXE) director Corbin J. Robertson Jr., through a family trust, exercised basic subscription rights on September 16, 2026 to acquire 38,694 shares of common stock at $1.49 per share in connection with the company’s August 21, 2026 equity rights offering. Following this transaction, the family trust held 48,654 shares indirectly, and Robertson also held 283,359 shares directly. No Rule 10b5-1 trading plan is reported.
KLX Energy Services Holdings, Inc. (KLXE) reported that Executive Vice President, General Counsel and Chief Compliance Officer Max Bouthillette exercised basic subscription rights relating to the company’s August 21, 2026 equity rights offering. On September 15, 2026 he exercised 11,500 basic subscription rights at a conversion price of $1.49 per right into 44,677 shares of common stock, increasing his directly held common stock to 225,697 shares and leaving 169,520 basic subscription rights reported as held directly. No Rule 10b5-1 trading plan is indicated.
KLX Energy Services Holdings, Inc. director Corbin J. Robertson Jr. exercised Basic Subscription Rights into common stock on September 14, 2026. He exercised rights covering 225,353 shares of common stock at the $1.49 subscription price offered in the company’s August 21, 2026 equity rights offering.
Following these transactions, he holds 283,359 shares of KLX Energy Services Holdings, Inc. common stock directly, and no Basic Subscription Rights remain reported after the exercise. No Rule 10b5-1 trading plan is reported for these transactions.
KLX Energy Services Holdings, Inc. insider Geoffrey C. Stanford, Senior Vice President, Interim Chief Financial Officer and Chief Accounting Officer, reported multiple equity transactions. On September 9, 2026, he exercised 6,800 basic subscription rights at a subscription price of $1.49 per share in the company’s August 21, 2026 equity rights offering, acquiring 26,418 shares of common stock. After this exercise, he held 81,040 basic subscription rights. Earlier, on March 6, 2026, he received a grant of 13,000 shares of restricted stock that vest in three equal annual installments beginning March 1, 2027. No Rule 10b5-1 trading plan is reported.