--- schema_version: "secwatch.filing_event.v1" accession: "0001193125-23-181442" form_type: "8-K" ticker: "KGS" cik: "0001767042" company_name: "Kodiak Gas Services, Inc." filed_at: "2023-07-05T23:59:59+00:00" generated_at: "2026-06-13T12:45:45.323909+00:00" event_type: "other_material" sentiment: "neutral" materiality_score: 0.9 calibrated_materiality_score: 0.9 confidence: "high" source: SEC EDGAR --- # Kodiak Gas Services completes IPO of 16M shares at $15.10 each, begins trading on NYSE ## Summary - Closed IPO of 16,000,000 shares of common stock at $15.10 per share net of underwriting discounts on July 3, 2023. - Intends to use net proceeds as described in the prospectus; proceeds not specified in the filing. - Board expanded to nine directors; seven new directors appointed effective June 30, 2023. - Adoption of amended charter (authorized 750M common shares, 50M preferred) and bylaws effective June 28, 2023. - Terminated prior Term Loan; all remaining obligations assumed by parent entity Kodiak Holdings via novation. ## SEC filing metadata - accession: 0001193125-23-181442 - form_type: 8-K - ticker: KGS - cik: 0001767042 - company_name: Kodiak Gas Services, Inc. - filed_at: 2023-07-05T23:59:59+00:00 - event_type: other_material - sentiment: neutral - materiality_score: 0.9 - calibrated_materiality_score: 0.9 - confidence: high - sec_items: 1.01, 1.02, 3.03, 5.03, 5.02, 8.01, 9.01 - EDGAR index: https://www.sec.gov/Archives/edgar/data/1767042/000119312523181442/0001193125-23-181442-index.htm - EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1767042/000119312523181442/d529642d8k.htm ## Machine-readable alternates - HTML: https://secwatch.observer/filing/0001193125-23-181442 - JSON: https://secwatch.observer/filing/0001193125-23-181442.json - Plain text: https://secwatch.observer/filing/0001193125-23-181442.txt ## Key facts - Executive change Terry Bonno was appointed as Director at Kodiak Gas Services, Inc.. - Action: appointed - Role: Director source text: appointed Robert McKee, Randall Hogan, Terry Bonno, Margaret Montana, Jon-Al Duplantier, Chris Drumgoole, and Gretchen Holloway to fill the newly created vacancies on the Board, effective June 30, 2023. evidence_url: https://www.sec.gov/Archives/edgar/data/1767042/000119312523181442/0001193125-23-181442-index.htm - Executive change Gretchen Holloway was appointed as Director at Kodiak Gas Services, Inc.. - Action: appointed - Role: Director source text: appointed Robert McKee, Randall Hogan, Terry Bonno, Margaret Montana, Jon-Al Duplantier, Chris Drumgoole, and Gretchen Holloway to fill the newly created vacancies on the Board, effective June 30, 2023. evidence_url: https://www.sec.gov/Archives/edgar/data/1767042/000119312523181442/0001193125-23-181442-index.htm - Executive change Jon-Al Duplantier was appointed as Director at Kodiak Gas Services, Inc.. - Action: appointed - Role: Director source text: appointed Robert McKee, Randall Hogan, Terry Bonno, Margaret Montana, Jon-Al Duplantier, Chris Drumgoole, and Gretchen Holloway to fill the newly created vacancies on the Board, effective June 30, 2023. evidence_url: https://www.sec.gov/Archives/edgar/data/1767042/000119312523181442/0001193125-23-181442-index.htm - Executive change Randall Hogan was appointed as Chairman of the Board at Kodiak Gas Services, Inc.. - Action: appointed - Role: Chairman of the Board source text: Mr. Hogan will serve as Chairman of the Board and on the Personnel & Compensation Committee of the Board. evidence_url: https://www.sec.gov/Archives/edgar/data/1767042/000119312523181442/0001193125-23-181442-index.htm - Executive change Robert McKee was appointed as Director at Kodiak Gas Services, Inc.. - Action: appointed - Role: Director source text: appointed Robert McKee, Randall Hogan, Terry Bonno, Margaret Montana, Jon-Al Duplantier, Chris Drumgoole, and Gretchen Holloway to fill the newly created vacancies on the Board, effective June 30, 2023. evidence_url: https://www.sec.gov/Archives/edgar/data/1767042/000119312523181442/0001193125-23-181442-index.htm - Executive change Margaret Montana was appointed as Director at Kodiak Gas Services, Inc.. - Action: appointed - Role: Director source text: appointed Robert McKee, Randall Hogan, Terry Bonno, Margaret Montana, Jon-Al Duplantier, Chris Drumgoole, and Gretchen Holloway to fill the newly created vacancies on the Board, effective June 30, 2023. evidence_url: https://www.sec.gov/Archives/edgar/data/1767042/000119312523181442/0001193125-23-181442-index.htm - Executive change Chris Drumgoole was appointed as Director at Kodiak Gas Services, Inc.. - Action: appointed - Role: Director source text: appointed Robert McKee, Randall Hogan, Terry Bonno, Margaret Montana, Jon-Al Duplantier, Chris Drumgoole, and Gretchen Holloway to fill the newly created vacancies on the Board, effective June 30, 2023. evidence_url: https://www.sec.gov/Archives/edgar/data/1767042/000119312523181442/0001193125-23-181442-index.htm - Governance Changes Kodiak Gas Services, Inc.: Adoption of Amended and Restated Certificate of Incorporation effective June 28, 2023, authorizing 750,000,000 shares of Common Stock and 50,000,000 shares of preferred stock (effective 2023-06-28). - Change: charter amendment - Effective: 2023-06-28 source text: On June 28, 2023, the Company’s Amended and Restated Certificate of Incorporation (the “Charter”), substantially in the form previously filed as Exhibit 3.5 to the Registration Statement, and the Company’s Amended and Restated Bylaws (the “Bylaws”), substantially in the form previously filed as Exhibit 3.6 to the Registration Statement, each became effective. evidence_url: https://www.sec.gov/Archives/edgar/data/1767042/000119312523181442/0001193125-23-181442-index.htm - Governance Changes Kodiak Gas Services, Inc.: Adoption of Amended and Restated Bylaws effective June 28, 2023 (effective 2023-06-28). - Change: bylaw amendment - Effective: 2023-06-28 source text: On June 28, 2023, the Company’s Amended and Restated Certificate of Incorporation (the “Charter”), substantially in the form previously filed as Exhibit 3.5 to the Registration Statement, and the Company’s Amended and Restated Bylaws (the “Bylaws”), substantially in the form previously filed as Exhibit 3.6 to the Registration Statement, each became effective. evidence_url: https://www.sec.gov/Archives/edgar/data/1767042/000119312523181442/0001193125-23-181442-index.htm - Material Agreements Kodiak Gas Services, Inc. entered into Term Loan Novation Agreement with Kodiak Gas Services, LLC, Frontier Intermediate Holding, LLC, Kodiak Holdings, certain subsidiaries and affiliates, and Wells Fargo Bank, N.A. (effective 2023-07-03). - Action: entry - Agreement: credit facility - Counterparty: Kodiak Gas Services, LLC, Frontier Intermediate Holding, LLC, Kodiak Holdings, certain subsidiaries and affiliates, and Wells Fargo Bank, N.A. - Effective: 2023-07-03 source text: the Novation, Assignment and Assumption Agreement, dated as of July 3, 2023, by and among Kodiak Gas Services, LLC (the “Kodiak Borrower”), Frontier Intermediate Holding, LLC, Kodiak Holdings, as the new borrower (in such capacity, the “New Borrower”), the subsidiaries of the Kodiak Borrower party thereto, the affiliates of the New Borrower party thereto, the parties listed on Schedule 1 thereto, the parties listed on Schedule 2 thereto, and Wells Fargo Bank, N.A., as Administrative Agent (the “Term Loan Novation Agreement”) evidence_url: https://www.sec.gov/Archives/edgar/data/1767042/000119312523181442/0001193125-23-181442-index.htm - Material Agreements Kodiak Gas Services, Inc. terminated Amended and Restated Credit Agreement with Kodiak Gas Services, LLC, Frontier Intermediate Holding, LLC, Wells Fargo Bank, N.A., and the lenders party thereto (effective 2023-07-03). - Action: termination - Agreement: credit facility - Counterparty: Kodiak Gas Services, LLC, Frontier Intermediate Holding, LLC, Wells Fargo Bank, N.A., and the lenders party thereto - Effective: 2023-07-03 source text: all of the Company’s and its subsidiaries’ remaining obligations under that certain Amended and Restated Credit Agreement, dated as of May 19, 2022, among Kodiak Gas Services, LLC, Frontier Intermediate Holding, LLC, Wells Fargo Bank, N.A. as administrative agent, and the lenders party thereto (the “Term Loan”), were assumed by a parent entity of Kodiak Holdings, and the Company’s obligations under the Term Loan were terminated evidence_url: https://www.sec.gov/Archives/edgar/data/1767042/000119312523181442/0001193125-23-181442-index.htm - Material Agreements Kodiak Gas Services, Inc. entered into Underwriting Agreement with Goldman Sachs & Co. LLC, J.P. Morgan Securities LLC and Barclays Capital Inc. (effective 2023-06-28). - Action: entry - Agreement: underwriting - Counterparty: Goldman Sachs & Co. LLC, J.P. Morgan Securities LLC and Barclays Capital Inc. - Effective: 2023-06-28 source text: the Underwriting Agreement, dated June 28, 2023, by and among the Company, Goldman Sachs & Co. LLC, J.P. Morgan Securities LLC and Barclays Capital Inc., on behalf of themselves and each of the other underwriters listed on Schedule I thereto (the “Underwriting Agreement”) evidence_url: https://www.sec.gov/Archives/edgar/data/1767042/000119312523181442/0001193125-23-181442-index.htm - Material Agreements Kodiak Gas Services, Inc. entered into Registration Rights Agreement with Frontier TopCo Partnership, L.P. ("Kodiak Holdings") and each of the other signatories from time to time party thereto (effective 2023-07-03). - Action: entry - Counterparty: Frontier TopCo Partnership, L.P. ("Kodiak Holdings") and each of the other signatories from time to time party thereto - Effective: 2023-07-03 source text: the Registration Rights Agreement, dated July 3, 2023, by and among the Company, Frontier TopCo Partnership, L.P. (“Kodiak Holdings”), and each of the other signatories from time to time party thereto (the “Registration Rights Agreement”) evidence_url: https://www.sec.gov/Archives/edgar/data/1767042/000119312523181442/0001193125-23-181442-index.htm - Material Agreements Kodiak Gas Services, Inc. entered into Stockholders’ Agreement with Kodiak Holdings (effective 2023-07-03). - Action: entry - Counterparty: Kodiak Holdings - Effective: 2023-07-03 source text: the Stockholders’ Agreement, dated July 3, 2023, by and among the Company and Kodiak Holdings (the “Stockholders’ Agreement”) evidence_url: https://www.sec.gov/Archives/edgar/data/1767042/000119312523181442/0001193125-23-181442-index.htm This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.