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): November 15, 2016

 

 

MAMMOTH ENERGY SERVICES, INC.

(Exact Name of Registrant as Specified in Charter)

 

 

 

Delaware   001-37917   32-0498321

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(I.R.S. Employer

Identification Number)

Mammoth Energy Services, Inc.

4727 Gaillardia Parkway,

Suite 200

Oklahoma City, OK

    73142

(Address of principal

executive offices)

    (Zip code)

(405) 608-6007

(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 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

 

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act

 

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act

 

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act

 

 

 


Item 8.01. Other Events.

Mammoth Energy Services, Inc. (the “Company”) is filing this Form 8-K solely to file certain executed documents, the forms of which were previously included as exhibits to the Form S-1 originally filed by the Company with the Securities and Exchange Commission on September 2, 2016, as amended on September 23, 2016 and October 3, 2016.

Item 9.01. Financial Statements and Exhibits

(d) Exhibits.

 

Number

  

Exhibit

3.1    Amended and Restated Certificate of Incorporation of the Company.
3.2    Amended and Restated Bylaws of the Company.
4.1    Registration Rights Agreement, dated October 12, 2016, by and between the Company and Mammoth Energy Holdings, LLC.
4.2    Investor Rights Agreement, dated October 12, 2016, by and between the Company and Gulfport Energy Corporation.
4.3    Registration Rights Agreement, dated October 12, 2016, by and between the Company and Rhino Exploration LLC.
10.1    Mammoth Energy Securities, Inc. 2016 Equity Incentive Plan.
10.2    Advisory Services Agreement, dated as of October 19, 2016, by and between the Company and Wexford Capital LP.


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 thereunto duly authorized.

 

    MAMMOTH ENERGY SERVICES, INC.
Date: November 15, 2016     By:   /s/ Mark Layton
      Mark Layton
      Chief Financial Officer and Secretary


Exhibit Index

 

Number

  

Exhibit

3.1    Amended and Restated Certificate of Incorporation of the Company.
3.2    Amended and Restated Bylaws of the Company.
4.1    Registration Rights Agreement, dated October 12, 2016, by and between the Company and Mammoth Energy Holdings, LLC.
4.2    Investor Rights Agreement, dated October 12, 2016, by and between the Company and Gulfport Energy Corporation.
4.3    Registration Rights Agreement, dated October 12, 2016, by and between the Company and Rhino Exploration LLC.
10.1    Mammoth Energy Securities, Inc. 2016 Equity Incentive Plan.
10.2    Advisory Services Agreement, dated as of October 19, 2016, by and between the Company and Wexford Capital LP.