0000928054FALSE00009280542024-06-052024-06-05

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

June 5, 2024
Date of Report (Date of earliest event reported)

Flotek Industries, Inc.
(Exact name of registrant as specified in its charter)

Delaware001-1327090-0023731
(State or Other Jurisdiction of Incorporation)(Commission File Number)(IRS Employer Identification No.)
5775 N. Sam Houston Parkway W., Suite 400, Houston, TX, 77086
(Address of principal executive office and zip code)

(713) 849-9911
(Registrant’s telephone number, including area code)

(Not applicable)
(Former name or former address, if changed since last report)

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 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 classTrading Symbol(s)Name of Exchange on which registered
Common Stock, $0.0001 par valueFTKNYSE

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
On June 5, 2024, Flotek Industries, Inc. (the “Company”) held its annual meeting of shareholders (the “Meeting”). At the Meeting, the Company’s shareholders: (1) elected all six director candidates, (2) approved, on a non-binding, advisory basis, the compensation of the Company’s named executive officers, (3) ratified the appointment of KPMG, LLP as the Company’s independent auditor for 2024, and (4) approved an amendment to the Flotek Industries, Inc. 2018 Long-Term Incentive Plan.
A total of 25,058,651 shares of common stock of the Company attended the Meeting by proxy or in person, representing 84.5% of the Company’s outstanding common stock entitled to vote as of April 8, 2024, the record date. The results of the voting were as follows:
Item 1: Election of Directors.
NomineeForAgainstAbstainBroker Non-Votes
Harsha V. Agadi19,138,409515,11135,3265,369,805
Ryan G. Ezell19,533,807120,49034,5495,369,805
Evan R. Farber19,295,843323,15769,8465,369,805
Michael Fucci19,440,408178,64169,7975,369,805
Lisa Mayr19,411,030231,36946,4475,369,805
Matt D. Wilks19,487,333166,87034,6435,369,805
Item 2: Advisory vote to approve named executive officer compensation.
ForAgainstAbstainBroker Non-Votes
19,067,258551,66969,8895,369,805
Item 3: Ratification of appointment of KPMG LLP as independent auditor for 2024.
ForAgainstAbstainBroker Non-Votes
24,550,939166,772340,940N/A
Item 4: Approval of an amendment to the Flotek Industries, Inc. 2018 Long-Term Incentive Plan.
ForAgainstAbstainBroker Non-Votes
19,240,595345,026103,2255,369,805





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.

FLOTEK INDUSTRIES, INC.
Date: June 5, 2024
/s/ Bond Clement
Name:Bond Clement
Title:Chief Financial Officer

v3.24.1.1.u2
Cover
Jun. 05, 2024
Cover [Abstract]  
Document Type 8-K
Document Period End Date Jun. 05, 2024
Entity Registrant Name Flotek Industries, Inc.
Entity Incorporation, State or Country Code DE
Entity File Number 001-13270
Entity Tax Identification Number 90-0023731
Entity Address, Address Line One 5775 N. Sam Houston Parkway W., Suite 400,
Entity Address, City or Town Houston
Entity Address, State or Province TX
Entity Address, Postal Zip Code 77086
City Area Code (713)
Local Phone Number 849-9911
Soliciting Material false
Written Communications false
Pre-commencement Tender Offer false
Pre-commencement Issuer Tender Offer false
Title of 12(b) Security Common Stock, $0.0001 par value
Trading Symbol FTK
Security Exchange Name NYSE
Entity Emerging Growth Company false
Entity Central Index Key 0000928054
Amendment Flag false
Entity Addresses [Line Items]  
City Area Code (713)
Local Phone Number 849-9911
Document Period End Date Jun. 05, 2024
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