false 0001792849 0001792849 2023-04-20 2023-04-20 0001792849 hpk:CommonStockCustomMember 2023-04-20 2023-04-20 0001792849 hpk:WarrantCustomMember 2023-04-20 2023-04-20
 
 
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): April 20, 2023
 
 
HighPeak Energy, Inc.
(Exact name of registrant as specified in its charter)
 
     
Delaware
001-39464
84-3533602
(State or other jurisdiction
of incorporation)
(Commission
File Number)
(I.R.S. Employer
Identification No.)
     
421 W. 3rd St., Suite 1000
Fort Worth, Texas
  
76102
(Address of principal executive offices)
  
(Zip Code)
     
 
(817) 850-9200
  
(Registrant’s telephone number, including area code)
     
     
(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 (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
Common Stock
HPK
The Nasdaq Stock Market LLC
Warrant
HPKEW
The Nasdaq Stock Market LLC
 
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 5.02.
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
 
On April 20, 2023, Michael H. Gustin, a member of the Board of Directors (the “Board”) of HighPeak Energy, Inc. (the “Company”) notified the Company of his intention to resign from the Board and all committees on which he served, effective immediately (the “Resignation Notice”). Mr. Gustin's resignation is for personal reasons and was not a result of any disagreement with the Company or any of its affiliates on any matter relating to the Company’s operations, policies or practices.
 
Prior to Mr. Gustin’s Resignation Notice, Mr. Gustin notified the Board of his decision to not stand for re-election (the “Re-Election Notice”) at this year’s annual meeting of the stockholders of the Company (the “Annual Meeting”). Mr. Gustin’s decision to not stand for re-election at the Annual meeting was similarly for personal reasons and not a result of any disagreement with the Company or any of its affiliates on any matter relating to the Company’s operations, policies or practices.
 
 
 
 
SIGNATURE
 
Pursuant to the requirements of the Securities Exchange Act of 1934, the Company has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
 
Date: April 21, 2023
HIGHPEAK ENERGY, INC.
By:
/s/ Steven W. Tholen
Name:
Steven W. Tholen
Title:
Chief Financial Officer
 
 
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