Zion Oil & Gas updates board leadership roles

Zion Oil & Gas, Inc. reported a leadership change in its board structure.

Rhea-AI Filing Summary

Zion Oil & Gas, Inc. reported a leadership change in its board structure. On May 6, 2026, the Board appointed Robert Dunn as Chairman of the Board, effective May 8, 2026, while he continues to serve as Chief Executive Officer.

John Brown will remain Executive Chairman with no changes to his employment agreement and will continue to oversee the company’s strategic goals and vision. Mr. Dunn will oversee the routine operations of the Board. The filing notes that this move is part of internal succession planning and that there are no new or modified material contracts, nor any disclosable related-party or familial relationships, associated with Mr. Dunn’s promotion.

8-K Event Classification

Item 5.02 — Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers

1 item

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.

Key Terms

Executive Chairman, Chief Executive Officer, Nominating and Corporate Governance Committee, succession planning

4 terms

Executive Chairman financial

"Mr. John Brown will remain as the Executive Chairman of the Board"

An executive chairman is the board leader who also takes an active role in running the company, combining oversight of the board with hands-on involvement in strategy and major decisions. For investors, this matters because it concentrates influence in one person—like a team captain who both sets the game plan and plays on the field—so their judgment can speed decisions but also increases governance and succession risk that can affect stock value.

Chief Executive Officer financial

"He continues in the position as the Chief Executive Officer"

A chief executive officer (CEO) is the top leader of a company, responsible for making major decisions, setting goals, and guiding the organization’s overall direction. Think of the CEO as the captain of a ship, steering it toward success. Investors pay close attention to the CEO because their leadership and strategy can significantly influence the company's performance and future growth.

Nominating and Corporate Governance Committee financial

"the Board of Directors upon the recommendation by the Nominating and Corporate Governance Committee"

A nominating and corporate governance committee is a group within a company's board of directors responsible for selecting and recommending individuals to serve as company leaders, such as directors or executives. They also develop and oversee policies to ensure the company is run fairly, ethically, and transparently. This committee matters to investors because it helps ensure the company is well-managed and guided by qualified, responsible leadership.

succession planning financial

"The executive changes are following internal company succession planning"

A company’s plan for identifying and preparing people to take over key roles when leaders leave, retire, or are unable to work. Like a sports team’s bench and playbook, it ensures someone ready can step in quickly so operations, strategy and investor confidence aren’t disrupted; investors watch it because solid succession planning reduces the risk of sudden leadership gaps that can hurt performance and stock value.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What leadership change did Zion Oil & Gas (ZNOG) disclose in this 8-K?

Zion Oil & Gas disclosed that Robert Dunn was appointed Chairman of the Board, effective May 8, 2026, while continuing as Chief Executive Officer. John Brown remains Executive Chairman, focusing on strategy and vision as part of the company’s internal succession planning.

What is John Brown’s role at Zion Oil & Gas (ZNOG) after this leadership update?

John Brown remains Executive Chairman of Zion Oil & Gas with no changes to his employment agreement. He will continue overseeing the company’s strategic goals and vision, while Robert Dunn, as Chairman and CEO, manages the routine operations of the Board of Directors.

Does Robert Dunn’s promotion at Zion Oil & Gas (ZNOG) involve new compensation arrangements?

The filing states that Robert Dunn is not a party to any other material plan, contract, or arrangement with Zion Oil & Gas and that no existing material arrangements were modified because of this promotion, indicating no disclosed new compensation agreement tied to the change.

Are there any related-party or familial relationships involving Robert Dunn at Zion Oil & Gas (ZNOG)?

The company reports that Robert Dunn has no familial relationships or related-party transactions with Zion Oil & Gas requiring disclosure under Items 401(d) or 404(a) of Regulation S-K. This suggests his promotion is not connected to family or related-party business dealings.

When does Robert Dunn’s appointment as Chairman of Zion Oil & Gas (ZNOG) become effective?

Robert Dunn’s appointment as Chairman of the Board becomes effective May 8, 2026. The Board approved the change on May 6, 2026, following a recommendation from the Nominating and Corporate Governance Committee as part of internal succession planning efforts.

AI-generated analysis. How Rhea-AI works. Not financial advice.

Understanding 8-K Material Events →

See more from StockTitan in Google Search and AI answers. Adds StockTitan as a preferred source · opens Google

Add on Google Not now

Accepted by SEC EDGAR 05/06/2026 - 12:04 PM EDT Learn about SEC filing dates

false 0001131312 0001131312 2026-05-06 2026-05-06

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

May 6, 2026

Date of Report (Date of earliest event reported)

Zion Oil & Gas, Inc.

(Exact name of registrant as specified in its charter)

Texas

(State or other jurisdiction of incorporation)

001-33228 (Commission File Number) 20-0065053 (IRS Employer Identification No.)

12222 Merit Drive, Suite 1450, Dallas, TX 75251  

(Address of Principal Executive Offices) (Zip Code)

Registrant’s telephone number, including area code: 214-221-4610

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:

☐ 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 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in 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.  ☐

Securities registered pursuant to Section 12(b) of the Act:

Title of each class Trading Symbol(s) Name of each exchange on which registered

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

Appointment for a Certain Board Position

On May 6, 2026, the Board of Directors upon the recommendation by the Nominating and Corporate Governance Committee of Zion Oil & Gas appointed Mr. Robert Dunn as Chairman of the Board. He continues in the position as the Chief Executive Officer. Mr. John Brown will remain as the Executive Chairman of the Board without any change to his Employment Agreement to oversee the strategic goals and vision for the Company, while Mr. Dunn will oversee the routine operations of the Board without any change to his Employment Agreement. The executive changes are following internal company succession planning. The effective date of this appointment is May 8, 2026.

Mr. Dunn is not a party to any other material plan, contract or arrangement with the Company, nor has any other material plan, contract or arrangement to which he is a party been modified as a result of this promotion described above. In addition, Mr. Dunn does not have any familial relationships or related party transactions with the Company that would require disclosure under Items 401(d) or 404(a) of Regulation S-K (17 CFR 229.401(d) and 229.404(a)) in connection with his promotion described above.

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 hereto duly authorized.

	Zion Oil and Gas, Inc.
Date: May 6, 2026	By:	/s/ John M. Brown
		John M. Brown
		Executive Chairman

Filing Exhibits & Attachments

4 documents

Other Documents

• EX-101 XBRL TAXONOMY EXTENSION SCHEMA 3.5 KB
• EX-101 XBRL TAXONOMY EXTENSION DEFINITION LINKBASE 10.1 KB
• EX-101 XBRL TAXONOMY EXTENSION LABEL LINKBASE 13.5 KB
• EX-101 XBRL TAXONOMY EXTENSION PRESENTATION LINKBASE 10.1 KB