1 unchanged sentence
Issuer Purchases of Equity Securities
−Removed: The following table provides information with respect to Class A Common Stock purchases made by the Company during the three months ended September 30, 2022.
+Added: On March 7, 2023, the Company announced that its Board of Directors authorized a share repurchase program, allowing the Company to purchase currently outstanding Class A Common Stock held by non-affiliates, not to exceed $35.0 million in aggregate value.
+Added: Share repurchases may take place from time to time on the open market or through privately negotiated transactions.
+Added: The duration of the share repurchase program is 36 months and may be accelerated, suspended or discontinued at any time without notice.
+Added: The following table provides information with respect to Class A Common Stock purchases made by the Company during the three months ended March 31, 2023.
Period Total Number of Shares Repurchased (1)
−Removed: Average Price Paid Per Share Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs Maximum Number of Shares that May Yet be Purchased Under the Plans or Programs
−Removed: July 1, 2022 - July 31, 2022 — $ — — —
−Removed: August 1, 2022 - August 31, 2022 21,816 8.87 — —
−Removed: September 1, 2022 - September 30, 2022 365 9.80 — —
+Added: Average Price Paid Per Share Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs (2)
+Added: Maximum Number of Shares that May Yet be Purchased Under the Plans or Programs (3)
+Added: January 1, 2023 - January 31, 2023 — $ — — —
+Added: February 1, 2023 - February 28, 2023 1,057 11.71 — —
+Added: March 1, 2023 - March 31, 2023 125,444 10.38 39,400 3,397,219
Total 126,501 $ 10.39 39,400 3,397,219
_________________________
−Removed: (1) Total number of shares repurchased during the third quarter of 2022 consists of 21,816 and 365 shares settled in cash related to annual grants and shares withheld by the Company in satisfaction of withholding taxes due, respectively, upon the vesting of restricted shares granted to our employees under the 2017 Plan.
+Added: (1) Total number of shares repurchased during the first quarter of 2023 consists of 87,101 shares withheld by the Company in satisfaction of withholding taxes due upon the vesting of restricted shares granted to our employees under the 2017 Plan and 39,400 shares repurchased pursuant to the repurchase program that was announced on March 7, 2023.
+Added: (2) As of March 31, 2023, an aggregate of 39,400 shares were purchased for a total of $0.4 million since the inception of the repurchase plan announced on March 31, 2023.
+Added: (3) As of March 31, 2023, the maximum number of shares that may yet be purchased under the plan is 3,397,219 shares of Class A Common Stock.
+Added: This is based on the closing price of $10.19 of Ranger Energy Services, Inc.’s Class A Common Stock on the New York Stock Exchange as of March 31, 2023.
The following exhibits are filed as part of this Quarterly Report.
1 unchanged sentence
Number Description
−Removed: 2.1† Asset Purchase Agreement, dated July 8, 2021 by and among PerfX Wireline Services, LLC, Bravo Wireline, LLC, Ranger Energy Services, Inc., Charlie Thomas, Shelby Sullivan, Jeff Thomas and Jimmie Hayes (incorporated by reference to Exhibit 2.1 to the Company’s Form 8-K (File No.
−Removed: 001-38183) filed with the SEC on July 14, 2021
−Removed: 2.2† Asset Purchase Agreement dated as of September 15, 2021, by and among Ranger Energy Acquisition, LLC, Basic Energy Services, Inc., Basic Energy Services, L.P., C&J Well Services, Inc., Taylor Industries, LLC and KVS Transportation, Inc.
−Removed: (incorporated by reference to Exhibit 2.1 to the Company’s Form 8-K (File No.
−Removed: 001-38183) filed with the SEC on October 4, 2021).
−Removed: 2.3† Closing Agreement and Amendment No.
−Removed: 1 to Asset Purchase Agreement, dated as of October 1, 2021, by and among Ranger Energy Acquisition, LLC, Basic Energy Services, Inc., Basic Energy Services, L.P., C&J Well Services, Inc., Taylor Industries, LLC and KVS Transportation Inc.
−Removed: (incorporated by reference to Exhibit 2.2 to the Company’s Form 8-K (File No.
−Removed: 001-38183) filed with the SEC on October 4, 2021).
−Removed: 3.1 Amended and Restated Certificate of Incorporation of Ranger Energy Services, Inc.
−Removed: (incorporated by reference to Exhibit 3.1 to the Company’s Form 8‑K (File No.
−Removed: 001-38183) filed with the SEC on August 22, 2017)
−Removed: 3.2 Amended and Restated Bylaws of Ranger Energy Services, Inc.
−Removed: (incorporated by reference to Exhibit 3.2 to the Company’s Form 8-K (File No.
−Removed: 001‑38183) filed with the SEC on August 22, 2017)
−Removed: 4.1 Registration Rights Agreement (incorporated by reference to Exhibit 4.1 to the Company’s Form 8‑K (File No.
−Removed: 001‑38183) filed with the SEC on August 22, 2017)
−Removed: 4.2 Stockholders’ Agreement (incorporated by reference to Exhibit 4.2 to the Company ’s Form 8‑K (File No.
−Removed: 001‑38183) filed with the SEC on August 22, 2017)
−Removed: 10.1* Fourth Amendment to the Loan and Security Agreement, dated September 23, 2022, by and among RNGR Energy Services, LLC and certain of its subsidiaries, Ranger Energy Services, Inc., the lenders party thereto, and Eclipse Business Capital, LLC, as agent.
+Added: *10.1† Form of Restricted Stock Agreement (Employees) under the Ranger Energy Services, Inc.
+Added: 2017 Long Term Incentive Plan.(2023)
+Added: *10.2† Form of Ranger Energy Services, Inc.
+Added: Performance Stock Unit Award Incentive Agreement under the Ranger Energy Services, Inc.
+Added: 2017 Long Term In centive Plan (2023)
+Added: *10.3† Form of Ranger Energy Services, Inc.
+Added: Performance Stock Unit Award Incentive Agreement with Floor under the Ranger Energy Services, Inc.
+Added: 2017 Long Term Incentive Plan (2023)
31.1* Certification of Chief Executive Officer Pursuant to Rule 13a‑14(a)/15d‑14(a) of the Securities Exchange Act of 1934
17 unchanged sentences
Ranger Energy Services, Inc.
−Removed: /s/ Melissa Cougle October 31, 2022
+Added: /s/ Melissa Cougle May 5, 2023
Melissa Cougle Date
2 unchanged sentences
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.