LBRT Director Audrey Robertson Resigns to Join DOE (Aug 26, 2025)

Rhea-AI Filing Summary

Liberty Energy Inc. (LBRT) announced that board member Audrey Robertson resigned from the Board effective immediately on August 26, 2025. Ms. Robertson had previously submitted a conditional resignation in February 2025 that would have taken effect upon her Senate confirmation as Assistant Secretary of Energy for Energy Efficiency and Renewable Energy at the U.S. Department of Energy. She has chosen to begin work at the Department of Energy while her confirmation remains pending, and this notice supersedes the February conditional resignation.

The filing records a voluntary, contemporaneous departure rather than a forced removal and replaces the earlier conditional filing. The company did not disclose a replacement, timing for a successor, or any board committee changes in this notice.

Positive

• Resignation documented clearly with an effective date of August 26, 2025, reducing ambiguity about board composition
• Prior conditional resignation superseded, providing clearer governance status than the February 2025 notice

Negative

• Immediate vacancy on the Board following Ms. Robertson's departure
• No replacement or committee reassignment disclosed in the filing, leaving timing and impact unclear

Insights

Corporate Governance Expert

Board member resignation finalizes prior conditional notice and creates a vacancy.

The resignation formalizes a change that was previously conditional, converting a prospective departure into an immediate vacancy on the board. That has routine governance implications: the board will need to consider director replacement procedures and committee reassignments if Ms. Robertson held committee roles.

Near term, shareholders should watch for the company to announce a nominee or interim appointment and any committee updates; such actions typically occur within weeks to a few months depending on the board's bylaws and nominating process.

Regulatory Affairs Specialist

The director is joining the Department of Energy while Senate confirmation is pending.

The filing states Ms. Robertson was nominated for a federal executive position and began work at the Department of Energy contemporaneously with her resignation, even though confirmation is pending. This creates a governance separation between the company and a director engaged with a federal agency.

Investors may note any future disclosures about potential conflicts of interest, recusal policies, or compliance steps if the company later interacts with the Department of Energy; such disclosures would likely appear in subsequent governance filings or proxy materials.

August 26, 2025FALSE000169402800016940282025-08-262025-08-26

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 26, 2025

Liberty Energy Inc.

(Exact name of registrant as specified in its charter)

Delaware

001-38081

81-4891595

(State or Other Jurisdiction of Incorporation)

(Commission File Number)

(IRS Employer Identification No.)

950 17th Street, Suite 2400

Denver, Colorado 80202

(Address and Zip Code of Principal Executive Offices)

(303) 515-2800

(Registrant’s Telephone Number, Including Area Code)

 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

Class A Common Stock, par value $0.01

LBRT

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.  ☐

Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On August 26, 2025, Audrey Robertson, a member of the Board of Directors (the “Board”) of Liberty Energy Inc., resigned from the Board effective immediately.

In February 2025, Ms. Robertson provided a conditional resignation from the Board due to her nomination as the Assistant Secretary of Energy for Energy Efficiency and Renewable Energy at the Department of Energy of the United States (“DOE”). This prior resignation would have been effective upon her confirmation to this position by the United States Senate. Since that time, Ms. Robertson has decided to begin work at DOE and contemporaneously resign from the Board while the confirmation process is pending, and this current notice of resignation from the Board supersedes the one provided in February 2025.

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.

 

LIBERTY ENERGY INC.

Dated: August 28, 2025

By:

/s/ R. Sean Elliott

R. Sean Elliott

Chief Legal Officer and Corporate Secretary

FAQ

What did Liberty Energy (LBRT) disclose about Audrey Robertson's resignation?

Liberty Energy disclosed that Audrey Robertson resigned from the Board effective August 26, 2025, and this notice supersedes a conditional resignation submitted in February 2025.

Why did Audrey Robertson resign from the Liberty Energy board?

Ms. Robertson resigned to begin work at the U.S. Department of Energy after being nominated as Assistant Secretary for Energy Efficiency and Renewable Energy; her February 2025 resignation was conditional on Senate confirmation.

Did Liberty Energy name a replacement director in the 8-K?

No. The filing does not disclose any successor, interim director, or committee reassignment following the resignation.

Does the filing state Ms. Robertson was removed for cause?

No. The filing describes a voluntary resignation that supersedes the prior conditional resignation; it does not allege misconduct or removal.

Will Liberty Energy disclose further governance changes related to this resignation?

The company may disclose nominee appointments or committee changes in future filings or proxy statements, but the current 8-K includes no such details.