8-K12B
filed October 3, 2023, 7:59 PM ET
ticker AESI
CIK 0001984060
other material
confidence high
sentiment positive
materiality 0.70
Atlas Energy completes Up-C simplification; dual-class structure eliminated
Atlas Energy Solutions Inc.
- Completed Up-C simplification; Old Atlas Class A shares exchanged 1:1 for new common stock; Class B shares cancelled for no consideration.
- Dual-class capital structure eliminated; single class common stock trades under same ticker (NYSE: AESI) and company name.
- Board increased to nine members; new directors appointed including Gayle Burleson, Stacy Hock, A. Lance Langford, Mark Mills, Douglas Rogers, Gregory Shepard, Robb Voyles.
- Dathan C. Voelter resigned from board but continues as General Counsel and Secretary of the company.
- Appointed Chris Scholla as Chief Supply Chain Officer and Jefferey Allison as EVP, Sales & Marketing.
Key facts
Extracted from this filing and checked against the source text.
Executive change
SEC 8-K Item 5.02
confidence 0.95
Ben M. Brigham was appointed as Director at Atlas Energy Solutions Inc..
- Action
- appointed
- Role
- Director
Exact text from the filing
the Board increased the size of the Board to nine members and appointed Ben M. Brigham, Gayle Burleson, Stacy Hock, A. Lance Langford, Mark P. Mills, Douglas Rogers, Gregory M. Shepard and Robb L. Voyles to the Board.
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
Dathan C. Voelter resigned as Director at Atlas Energy Solutions Inc..
- Action
- resigned
- Role
- Director
Exact text from the filing
On October 2, 2023, in connection with the completion of the Reorganization, Dathan C. Voelter resigned from the Board.
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
A. Lance Langford was appointed as Director at Atlas Energy Solutions Inc..
- Action
- appointed
- Role
- Director
Exact text from the filing
the Board increased the size of the Board to nine members and appointed Ben M. Brigham, Gayle Burleson, Stacy Hock, A. Lance Langford, Mark P. Mills, Douglas Rogers, Gregory M. Shepard and Robb L. Voyles to the Board.
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
Gregory M. Shepard was appointed as Director at Atlas Energy Solutions Inc..
- Action
- appointed
- Role
- Director
Exact text from the filing
the Board increased the size of the Board to nine members and appointed Ben M. Brigham, Gayle Burleson, Stacy Hock, A. Lance Langford, Mark P. Mills, Douglas Rogers, Gregory M. Shepard and Robb L. Voyles to the Board.
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
Mark P. Mills was appointed as Director at Atlas Energy Solutions Inc..
- Action
- appointed
- Role
- Director
Exact text from the filing
the Board increased the size of the Board to nine members and appointed Ben M. Brigham, Gayle Burleson, Stacy Hock, A. Lance Langford, Mark P. Mills, Douglas Rogers, Gregory M. Shepard and Robb L. Voyles to the Board.
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
Chris Scholla was appointed as Chief Supply Chain Officer at Atlas Energy Solutions Inc..
- Action
- appointed
- Role
- Chief Supply Chain Officer
Exact text from the filing
the Company appointed the following individuals as officers: Chris Scholla as Chief Supply Chain Officer and Jefferey Allison as Executive Vice President, Sales & Marketing.
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
Robb L. Voyles was appointed as Director at Atlas Energy Solutions Inc..
- Action
- appointed
- Role
- Director
Exact text from the filing
the Board increased the size of the Board to nine members and appointed Ben M. Brigham, Gayle Burleson, Stacy Hock, A. Lance Langford, Mark P. Mills, Douglas Rogers, Gregory M. Shepard and Robb L. Voyles to the Board.
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
Gayle Burleson was appointed as Director at Atlas Energy Solutions Inc..
- Action
- appointed
- Role
- Director
Exact text from the filing
the Board increased the size of the Board to nine members and appointed Ben M. Brigham, Gayle Burleson, Stacy Hock, A. Lance Langford, Mark P. Mills, Douglas Rogers, Gregory M. Shepard and Robb L. Voyles to the Board.
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
Jefferey Allison was appointed as Executive Vice President, Sales & Marketing at Atlas Energy Solutions Inc..
- Action
- appointed
- Role
- Executive Vice President, Sales & Marketing
Exact text from the filing
the Company appointed the following individuals as officers: Chris Scholla as Chief Supply Chain Officer and Jefferey Allison as Executive Vice President, Sales & Marketing.
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
Douglas Rogers was appointed as Director at Atlas Energy Solutions Inc..
- Action
- appointed
- Role
- Director
Exact text from the filing
the Board increased the size of the Board to nine members and appointed Ben M. Brigham, Gayle Burleson, Stacy Hock, A. Lance Langford, Mark P. Mills, Douglas Rogers, Gregory M. Shepard and Robb L. Voyles to the Board.
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
Stacy Hock was appointed as Director at Atlas Energy Solutions Inc..
- Action
- appointed
- Role
- Director
Exact text from the filing
the Board increased the size of the Board to nine members and appointed Ben M. Brigham, Gayle Burleson, Stacy Hock, A. Lance Langford, Mark P. Mills, Douglas Rogers, Gregory M. Shepard and Robb L. Voyles to the Board.
View on SEC.gov
Material Agreements
SEC 8-K Item 1.01/1.02
confidence 0.95
Atlas Energy Solutions Inc. amended Amended and Restated Registration Rights Agreement with Old Atlas and certain stockholders valued at Company agreed to register sale of shares of Common Stock under certain circumstances (effective 2023-10-02).
- Action
- amendment
- Counterparty
- Old Atlas and certain stockholders
- Value
- Company agreed to register sale of shares of Common Stock under certain circumstances
- Effective
- 2023-10-02
Exact text from the filing
On October 2, 2023, the Company entered into an amended and restated registration rights agreement (the " A&R Registration Rights Agreement ") with Old Atlas and certain stockholders identified on the signature pages thereto.
View on SEC.gov
Material Agreements
SEC 8-K Item 1.01/1.02
confidence 0.95
Atlas Energy Solutions Inc. entered into Second Amended and Restated Limited Liability Company Agreement of Atlas Sand Operating, LLC with Members of Opco valued at Reflects receipt by Company of Opco Units and admission of Company as a member of Opco (effective 2023-10-02).
- Action
- entry
- Counterparty
- Members of Opco
- Value
- Reflects receipt by Company of Opco Units and admission of Company as a member of Opco
- Effective
- 2023-10-02
Exact text from the filing
On October 2, 2023, in connection with the Reorganization, the members of Opco entered into the Second Amended and Restated Limited Liability Company Agreement of Atlas Sand Operating, LLC (the " A&R Opco LLC Agreement ") to reflect the receipt by the Company of Opco Units in the Opco Merger and the admission of the Company as a member of Opco and to provide for the governance of Opco following the Reorganization.
View on SEC.gov
Material Agreements
SEC 8-K Item 1.01/1.02
confidence 0.95
Atlas Energy Solutions Inc. amended Amended and Restated Stockholders' Agreement with Old Atlas and certain stockholders valued at Provides right to designate nominees for election to the Board based on beneficial ownership thresho (effective 2023-10-02).
- Action
- amendment
- Counterparty
- Old Atlas and certain stockholders
- Value
- Provides right to designate nominees for election to the Board based on beneficial ownership thresho
- Effective
- 2023-10-02
Exact text from the filing
On October 2, 2023, the Company entered into an amended and restated stockholders' agreement (the " A&R Stockholders' Agreement ") with Old Atlas and certain stockholders identified on the signature pages thereto (the " Principal Stockholders ").
View on SEC.gov
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