false 0000886835 0000886835 2020-03-26 2020-03-26





Washington, D.C. 20549





Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): March 26, 2020



(Exact name of registrant as specified in its charter)












(State or other jurisdiction)


(Commission File Number)


(IRS Employer Identification No.)






1001 Louisiana Street, Suite 2900

Houston, Texas
(Address of principal executive offices)



(Zip Code)

(713) 654-2200
(Registrant’s telephone number, including area code)



Not Applicable



(Former name or former address, if changed since last report)



Check the appropriate box below if the Form 8-K filing 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

Name of each exchange on which registered

Common Stock


New York Stock Exchange




Indicate by check mark whether the registrant is an emerging growth company as defined in 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 7.01

Regulation FD Disclosure


On March 26, 2020, the Board of Directors (the “Board”) of Superior Energy Services, Inc. (the “Company”) approved a new stock repurchase program.


The information provided pursuant to this Item 7.01 is “furnished” and shall not be deemed to be “filed” with the Securities and Exchange Commission or incorporated by reference in any filing under the Securities Exchange Act of 1934, as amended, or the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in any such filings.


Item 8.01

Other Events


On March 26, 2020, the Board approved a new stock repurchase program of up to $20.0 million of the Company’s outstanding shares of common stock. This new program replaces the existing stock repurchase program that would have otherwise expired on March 31, 2020. The timing and amount of repurchases, if any, will depend on the market price of the Company’s common stock, expected free cash flow, general economic and market conditions and other considerations, including the Company’s objective to reduce debt. The authorization will expire December 31, 2021 and may be suspended or discontinued at any time at the discretion of the Board.  


Forward Looking Statements


This Report on Form 8-K includes forward-looking statements as defined under federal law, including, but not limited to, those related to the management’s current expectations on repurchasing the Company’s common stock under the stock repurchase program. These forward-looking statements are generally identified by the words “believe,” “expect,” “anticipate,” “estimate,” “intend,” “plan,” “may,” “should,” “could,” “will,” “would,” and “will be,” and variations of such words and similar expressions, although not all forward-looking statements contain these identifying words. Such statements are subject to significant risks, assumptions and uncertainties. Known material factors that could cause the Company’s actual results to differ materially from the results contemplated by such forward-looking statements are described in the forward looking statements and risk factors in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2019 and those risk factors set forth from time to time in other filings with the Securities and Exchange Commission. The Company undertakes no obligation to correct or update any forward-looking statement, whether as a result of new information, future events, or otherwise, except to the extent required under federal securities laws.


Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.














/s/ William B. Masters




William B. Masters




Executive Vice President, General Counsel and Secretary



Dated: March 30, 2020