false
0001698514
0001698514
2026-05-07
2026-05-07
iso4217:USD
xbrli:shares
iso4217:USD
xbrli:shares
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): May 7, 2026
Commission
File Number: 001-38091
NATIONAL
ENERGY SERVICES REUNITED CORP.
(Exact
name of registrant as specified in its charter)
| British
Virgin Islands |
|
82-4881231 |
(State
or other jurisdiction
of
incorporation or organization) |
|
(I.R.S.
Employer
Identification
No.) |
| |
|
|
| 777
Post Oak Blvd., Suite 730, Houston, Texas |
|
77056 |
| (Address
of principal executive offices) |
|
(Zip
Code) |
+1
(832) 925-3777
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 |
| Ordinary
shares, no par value per share |
|
NESR |
|
The
Nasdaq Capital Market |
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 5.07
Submission of Matters to a Vote of Security Holders.
The
2026 Annual General Meeting of Shareholders (the “Annual Meeting”) of National Energy Services Reunited Corp. (“NESR”
or the “Company”) was held on May 7, 2026. At the Annual Meeting, the Company’s shareholders elected all five director
nominees and approved each of the other proposals presented. The final voting results for each proposal are set forth below.
At
the Annual Meeting, the shareholders of NESR:
| ● | elected
all five director nominees (Proposal No. 1); |
| ● | approved,
on an advisory, non-binding basis, the compensation of the Company’s named executive
officers (Proposal No. 2); |
| ● | approved,
on an advisory basis, the frequency of future advisory votes on executive compensation (Proposal
No. 3); and |
| ● | ratified
the appointment of Grant Thornton Audit and Accounting Limited (Dubai Branch) as the Company’s
independent registered public accounting firm for the fiscal year ending December 31, 2026
(Proposal No. 4). |
The
proposals are described in detail in NESR’s definitive proxy statement for the Annual Meeting, which was filed with the SEC on
March 24, 2026 (the “Definitive Proxy Statement”).
Proposal
No. 1—Election of Directors
All
director nominees were elected at the Annual Meeting.
| NOMINEES |
|
VOTES
FOR |
|
|
PERCENTAGE
(%) FOR |
|
|
AGAINST |
|
|
ABSTAIN |
|
|
BROKER
NON-VOTES |
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Antonio J. Campo Mejia |
|
65,413,404 |
|
|
98.4% |
|
|
1,019,545 |
|
|
11,735 |
|
|
n/a |
| Sherif Foda |
|
66,091,685 |
|
|
99.5% |
|
|
349,001 |
|
|
3,998 |
|
|
n/a |
| Yousef Al Nowais |
|
66,326,386 |
|
|
99.8% |
|
|
115,263 |
|
|
3,035 |
|
|
n/a |
| Anthony (Tony) R. Chase |
|
62,774,176 |
|
|
94.5% |
|
|
3,665,348 |
|
|
5,160 |
|
|
n/a |
| Lisa A. Pollina |
|
65,400,461 |
|
|
98.4% |
|
|
1,031,186 |
|
|
13,037 |
|
|
n/a |
Proposal
No. 2—Advisory Approval of Executive Compensation
The
advisory resolution to approve NESR’s executive compensation, as described in the Definitive Proxy Statement, was approved with
approximately 98.2% of the votes cast at the Annual Meeting voting for the proposal.
| FOR |
|
AGAINST |
|
ABSTAIN |
|
BROKER
NON-VOTES |
| |
|
|
|
|
|
|
| 65,237,233 |
|
1,182,283 |
|
25,168 |
|
n/a |
Proposal
No. 3— Advisory Resolution on the Frequency of Future Advisory Votes on Executive Compensation
The
proposal regarding the frequency of future advisory votes on executive compensation, as described in the Definitive Proxy Statement,
was approved at the Annual Meeting, with approximately 96.3% of the votes cast voting in favor of holding such advisory votes every year.
| ONE
YEAR |
|
TWO
YEARS |
|
THREE
YEARS |
|
ABSTAIN |
|
BROKER
NON-VOTES |
| |
|
|
|
|
|
|
|
|
| 64,002,881 |
|
885,116 |
|
1,545,955 |
|
10,732 |
|
n/a |
Consistent
with these voting results and its prior recommendation, the Company’s Board of Directors has determined that future advisory votes
on executive compensation will be conducted annually until the next required advisory vote on the frequency of such votes.
Proposal
No. 4—Independent Registered Public Accounting Firm
The
proposal to ratify the appointment of Grant Thornton Audit and Accounting Limited (Dubai Branch) as NESR’s independent registered
public accounting firm for the fiscal year ending December 31, 2026, as described in the Definitive Proxy Statement, was approved at
the Annual Meeting.
| FOR | | |
AGAINST | | |
ABSTAIN | |
| 80,153,812 | | |
754 | | |
2,366 | |
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, thereunto duly authorized.
| |
NATIONAL
ENERGY SERVICES REUNITED CORP. |
| |
|
|
| Date:
May 7, 2026 |
By:
|
/s/
Stefan Angeli |
| |
Name:
|
Stefan
Angeli |
| |
Title: |
Chief
Financial Officer |