Item 5. Other Information
ITEM 5. OTHER INFORMATION
Trading Arrangements
During the quarter ended June 30, 2026, no director or officer (as defined in Rule 16a-1(f) promulgated under the Exchange Act) of the Company adopted or terminated any “Rule 10b5-1 trading arrangement” or any “non-Rule 10b5-1 trading arrangement,” as each term is defined in Item 408 of Regulation S-K.
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ITEM 6. EXHIBITS
The following documents are included as exhibits to this Quarterly Report on Form 10-Q. Those exhibits incorporated by reference are so indicated by the information supplied with respect thereto. Those exhibits which are not incorporated by reference are attached hereto.
3.1
Ninth Amended and Restated Certificate of Incorporation of Battalion Oil Corporation, dated June 12, 2025 (Incorporated by reference to Exhibit 3.1 of our Current Report on Form 8-K filed June 18, 2025).
3.2
Seventh Amended and Restated Bylaws of Battalion Oil Corporation (Incorporated by reference to Exhibit 3.2 of our Current Report on Form 8-K filed January 27, 2020).
4.1
Description of Battalion Oil Corporation’s securities registered under Section 12 of the Exchange Act. (Incorporated by reference to Exhibit 4.1 of our Annual Report on Form 10-K filed March 25, 2020).
4.2
Form of Pre-Funded Warrant (Incorporated by reference to Exhibit 4.1 of our Current Report on Form 8-K filed March 9, 2026).
10.1
Sales Agreement, dated as of May 5, 2026, by and among the Company and Roth Capital Partners, LLC (Incorporated by reference to Exhibit 1.1 of our Current Report on Form 8-K filed May 5, 2026).
10.2
Third Amended and Restated Senior Secured Credit Agreement dated as of June 30, 2026, by and among Battalion Oil Corporation, as holdings, Halcón Holdings LLC, as borrower, the subsidiary guarantors party thereto, Fortress Credit Corp., as administrative agent, and the lenders party thereto (Incorporated by reference to Exhibit 10.1 of our Current Report on Form 8-K filed July 1, 2026).
10.3
Preferred Stock Repurchase and Conversion Agreement, dated August 7, 2026, by and between Battalion Oil Corporation and Gen IV Investment Opportunities, LLC (Incorporated by reference to Exhibit 10.1 of our Current Report on Form 8-K filed August 7, 2026).
10.4
Voting and Lock-Up Agreement, dated August 7, 2026, by and between Battalion Oil Corporation and Gen IV Investment Opportunities, LLC (Incorporated by reference to Exhibit 10.2 of our Current Report on Form 8-K filed August 7, 2026).
31
*
Sarbanes-Oxley Section 302 certification of Principal Executive Officer and Principal Financial Officer
32
†
Sarbanes-Oxley Section 906 certification of Principal Executive Officer and Principal Financial Officer
101.INS
*
Inline XBRL Instance Document
101.SCH
*
Inline XBRL Taxonomy Extension Schema Document
101.CAL
*
Inline XBRL Taxonomy Extension Calculation Linkbase Document
101.DEF
*
Inline XBRL Taxonomy Extension Definition Document
101.LAB
*
Inline XBRL Taxonomy Extension Label Linkbase Document
101.PRE
*
Inline XBRL Taxonomy Extension Presentation Linkbase Document
104
*
Cover Page Interactive Data File (embedded within the Inline XBRL document)
*
Attached hereto.
†
Furnished herewith.
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SIGNATURES
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 thereunto duly authorized.
BATTALION OIL CORPORATION
August 12, 2026
By:
/s/ MATTHEW B. STEELE
Name:
Matthew B. Steele
Title:
Chief Executive Officer
(Principal Executive Officer and Principal Financial Officer)
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Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.