--- schema_version: "secwatch.filing_event.v1" accession: "0001193125-24-215264" form_type: "8-K" ticker: "INVX" cik: "0001042893" company_name: "Innovex International, Inc." filed_at: "2024-09-06T23:59:59+00:00" generated_at: "2026-05-31T06:01:09.555834+00:00" event_type: "m_and_a" sentiment: "neutral" materiality_score: 0.85 calibrated_materiality_score: 0.85 confidence: "high" source: SEC EDGAR --- # Dril-Quip and Innovex merger closes; combined co. renamed Innovex International, Inc. (INVX) ## Summary - Pre-Merger Innovex shareholders received ~32.2M shares; combined co. owned 52% by Dril-Quip holders, 48% by Innovex. - Board expanded to nine; five new directors from Pre-Merger Innovex; Amberjack gets designee rights tied to ownership. - Entered $110M revolver and ~$30M term loan with PNC, matures June 2026; total leverage ratio covenant ≤2.50x. - Registration rights agreement with Amberjack affiliates; shelf registration to be filed within 10 business days. - Indemnification agreements entered with all directors; credit facility jointed by company and subsidiaries. ## SEC filing metadata - accession: 0001193125-24-215264 - form_type: 8-K - ticker: INVX - cik: 0001042893 - company_name: Innovex International, Inc. - filed_at: 2024-09-06T23:59:59+00:00 - event_type: m_and_a - sentiment: neutral - materiality_score: 0.85 - calibrated_materiality_score: 0.85 - confidence: high - sec_items: 1.01, 2.01, 2.03, 3.02, 3.03, 5.01, 5.02, 5.03, 7.01, 9.01 - EDGAR index: https://www.sec.gov/Archives/edgar/data/1042893/000119312524215264/0001193125-24-215264-index.htm - EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1042893/000119312524215264/d802924d8k.htm ## Machine-readable alternates - HTML: https://secwatch.observer/filing/0001193125-24-215264 - JSON: https://secwatch.observer/filing/0001193125-24-215264.json - Plain text: https://secwatch.observer/filing/0001193125-24-215264.txt ## Key facts - Executive change Jeffrey J. Bird was terminated as President and Chief Executive Officer at Innovex International, Inc.. - Action: terminated - Role: President and Chief Executive Officer source text: each of the following officers: (i) Jeffrey J. Bird, the Company’s President and Chief Executive Officer, (ii) Kyle F. McClure, the Company’s Vice President and Chief Financial Officer, (iii) James C. Webster, the Company’s Vice President, General Counsel and Secretary, and (iv) Don Underwood, the Company’s Vice President of Subsea Products (each, an “Executive Officer”) were terminated without cause, effective as of the closing date of the Mergers. evidence_url: https://www.sec.gov/Archives/edgar/data/1042893/000119312524215264/0001193125-24-215264-index.htm - Executive change Jeffrey J. Bird resigned as Director at Innovex International, Inc.. - Action: resigned - Role: Director source text: Jeffrey J. Bird and Darryl K. Willis each delivered a letter effectuating his resignation as a director of the Company and, as of the Effective Time, each ceased to be a director of the Company. evidence_url: https://www.sec.gov/Archives/edgar/data/1042893/000119312524215264/0001193125-24-215264-index.htm - Executive change Patrick Connelly was appointed as Director at Innovex International, Inc.. - Action: appointed - Role: Director source text: the Board was increased to nine members, which consists of the following members: (i) Adam Anderson, Bonnie S. Black, Patrick Connelly, Angie Sedita and Jason Turowsky, each a former member of the Pre-Merger Innovex board of directors who was appointed to the Board evidence_url: https://www.sec.gov/Archives/edgar/data/1042893/000119312524215264/0001193125-24-215264-index.htm - Executive change Adam Anderson was appointed as Director at Innovex International, Inc.. - Action: appointed - Role: Director source text: the Board was increased to nine members, which consists of the following members: (i) Adam Anderson, Bonnie S. Black, Patrick Connelly, Angie Sedita and Jason Turowsky, each a former member of the Pre-Merger Innovex board of directors who was appointed to the Board evidence_url: https://www.sec.gov/Archives/edgar/data/1042893/000119312524215264/0001193125-24-215264-index.htm - Executive change Angie Sedita was appointed as Director at Innovex International, Inc.. - Action: appointed - Role: Director source text: the Board was increased to nine members, which consists of the following members: (i) Adam Anderson, Bonnie S. Black, Patrick Connelly, Angie Sedita and Jason Turowsky, each a former member of the Pre-Merger Innovex board of directors who was appointed to the Board evidence_url: https://www.sec.gov/Archives/edgar/data/1042893/000119312524215264/0001193125-24-215264-index.htm - Executive change Jason Turowsky was appointed as Director at Innovex International, Inc.. - Action: appointed - Role: Director source text: the Board was increased to nine members, which consists of the following members: (i) Adam Anderson, Bonnie S. Black, Patrick Connelly, Angie Sedita and Jason Turowsky, each a former member of the Pre-Merger Innovex board of directors who was appointed to the Board evidence_url: https://www.sec.gov/Archives/edgar/data/1042893/000119312524215264/0001193125-24-215264-index.htm - Executive change Kyle F. McClure was terminated as Vice President and Chief Financial Officer at Innovex International, Inc.. - Action: terminated - Role: Vice President and Chief Financial Officer source text: each of the following officers: (i) Jeffrey J. Bird, the Company’s President and Chief Executive Officer, (ii) Kyle F. McClure, the Company’s Vice President and Chief Financial Officer, (iii) James C. Webster, the Company’s Vice President, General Counsel and Secretary, and (iv) Don Underwood, the Company’s Vice President of Subsea Products (each, an “Executive Officer”) were terminated without cause, effective as of the closing date of the Mergers. evidence_url: https://www.sec.gov/Archives/edgar/data/1042893/000119312524215264/0001193125-24-215264-index.htm - Executive change Darryl K. Willis resigned as Director at Innovex International, Inc.. - Action: resigned - Role: Director source text: Jeffrey J. Bird and Darryl K. Willis each delivered a letter effectuating his resignation as a director of the Company and, as of the Effective Time, each ceased to be a director of the Company. evidence_url: https://www.sec.gov/Archives/edgar/data/1042893/000119312524215264/0001193125-24-215264-index.htm - Executive change Don Underwood was terminated as Vice President of Subsea Products at Innovex International, Inc.. - Action: terminated - Role: Vice President of Subsea Products source text: each of the following officers: (i) Jeffrey J. Bird, the Company’s President and Chief Executive Officer, (ii) Kyle F. McClure, the Company’s Vice President and Chief Financial Officer, (iii) James C. Webster, the Company’s Vice President, General Counsel and Secretary, and (iv) Don Underwood, the Company’s Vice President of Subsea Products (each, an “Executive Officer”) were terminated without cause, effective as of the closing date of the Mergers. evidence_url: https://www.sec.gov/Archives/edgar/data/1042893/000119312524215264/0001193125-24-215264-index.htm - Executive change Bonnie S. Black was appointed as Director at Innovex International, Inc.. - Action: appointed - Role: Director source text: the Board was increased to nine members, which consists of the following members: (i) Adam Anderson, Bonnie S. Black, Patrick Connelly, Angie Sedita and Jason Turowsky, each a former member of the Pre-Merger Innovex board of directors who was appointed to the Board evidence_url: https://www.sec.gov/Archives/edgar/data/1042893/000119312524215264/0001193125-24-215264-index.htm - Executive change James C. Webster was terminated as Vice President, General Counsel and Secretary at Innovex International, Inc.. - Action: terminated - Role: Vice President, General Counsel and Secretary source text: each of the following officers: (i) Jeffrey J. Bird, the Company’s President and Chief Executive Officer, (ii) Kyle F. McClure, the Company’s Vice President and Chief Financial Officer, (iii) James C. Webster, the Company’s Vice President, General Counsel and Secretary, and (iv) Don Underwood, the Company’s Vice President of Subsea Products (each, an “Executive Officer”) were terminated without cause, effective as of the closing date of the Mergers. evidence_url: https://www.sec.gov/Archives/edgar/data/1042893/000119312524215264/0001193125-24-215264-index.htm This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.