Business Context and Reporting Period
This Form 8-K Current Report was filed by Ring Energy, Inc. (REI) on April 8, 2025, with the earliest event reported on that date. The filing addresses corporate governance changes, specifically the departure of a director and the appointment of a new director, effective April 14, 2025.
Key Financial Metrics
This filing does not contain financial statements, revenue, profit, cash flow, margin, debt, or liquidity data. The document is strictly a current report regarding board composition changes.
Material Changes
- Director Departure: Ms. Regina Roesener notified the Board of her retirement effective April 14, 2025. The filing states this decision was not the result of any dispute regarding the Company's operations, policies, or practices.
- Director Appointment: The Board appointed Ms. Carla Tharp as a director effective April 14, 2025. She will serve until the 2025 annual meeting of stockholders or until a successor is elected.
- Committee Assignments: Ms. Tharp is expected to serve on the Audit Committee and the Nominating, Environmental, Social and Governance (NESG) Committee.
Management Commentary and Risks
The Board's appointment of Ms. Tharp was made upon the recommendation of the NESG Committee. Ms. Tharp brings significant industry experience, having served as CEO of Apoyar Energy since February 2025 and previously holding senior roles at APA Corporation, Raymond James, Citi Global Markets, and Lantana Energy Advisors. She holds a B.S. in Petroleum Engineering from Texas A&M University. The filing confirms no family relationships between Ms. Tharp and other officers/directors and no undisclosed material transactions involving her.
Investor Verification Checklist
- Verify the effective date of the board changes (April 14, 2025) against the Company's proxy statement or subsequent filings.
- Review the attached Press Release (Exhibit 99.1) for additional details on the transition.
- Confirm Ms. Tharp's specific qualifications for the Audit Committee under NYSE American listing standards.
- Monitor the 2025 Annual Meeting of Stockholders for the ratification of Ms. Tharp's appointment.