Other Information.
+Added: Rule 10b5-1 Trading Arrangements
+Added: During the three months ended September 30, 2023, no director or officer of TETRA adopted or terminated a “Rule 10b5-1 trading arrangement” or “non-Rule10b5-1 trading arrangement,” as each term is defined in Item 408(a) of Regulation S-K.
3.1 Certificate of Designation of Series A Junior Participating Preferred Stock (incorporated by reference to Exhibit 3.1 to the Company’s Form 8-K filed on March 1, 2023 (SEC File No.
−Removed: 3.2 Restated Certificate of Incorporation of TETRA Technologies, Inc.
−Removed: (incorporated by reference to Exhibit 4.1 to the Company’s Registration Statement on Form S-8 filed on December 22, 2016 (SEC File No.
−Removed: 333-215283)).
−Removed: 3.3 Certificate of Amendment of Restated Certificate of Incorporation of TETRA Technologies, Inc.
−Removed: (incorporated by reference to Exhibit 3.1 to the Company's Quarterly Report filed on August 9, 2017 (SEC File No.
Amended and Restated Certificate of Incorporation of TETRA Technologies, Inc.
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(incorporated by reference to Exhibit 3.2 to the Company’s Form 8-K filed on May 25, 2023 (SEC File No.
−Removed: 4.1*+ Amendment to Credit Agreement dated June 6, 2023 between TETRA Technologies, Inc., Wilmington Trust, National Association, as Administrative Agent, and the Lenders party thereto.
−Removed: 4.2*+ Fourth Amendment to Credit Agreement dated May 15, 2023 between TETRA Technologies, Inc., TETRA Technologies U.K.
−Removed: Limited, certain Subsidiaries of TETRA party thereto, the other Loan Parties thereto, the Lenders party thereto, Issuing Banks party thereto, and JPMorgan Chase Bank, N.A., as Administrative Agent.
Tax Benefits Preservation Plan dated as of February 28, 2023, between TETRA Technologies, Inc.
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as Rights Agent (incorporated by reference to Exhibit 4.1 to the Company’s Form 8-K filed on March 1, 2023 (SEC File No.
−Removed: 4.4 TETRA Technologies Inc.
−Removed: Second Amended and Restated 2018 Equity Incentive Plan ((incorporated by reference to Exhibit 10.1 to the Company’s Form 8-K filed on May 25, 2023 (SEC File No.
−Removed: 10.1+ Third Amendment to Bromine Requirements Sales Agreement between Chemtura Corporation and TETRA Technologies, Inc.
−Removed: dated May 25, 2023 (incorporated by reference to Exhibit 10.1 to the Company’s Form 8-K filed on May 31, 2023 (SEC File No.
−Removed: 10.2*+# Memorandum of Understanding between TETRA Technologies, Inc.
−Removed: and Saltwerx LLC dated June 19, 2023.
+Added: Option Agreement dated December 29, 2017 by and among TETRA Technologies, Inc., SWA Lithium LLC (as successor-in-interest to Arkansas Lithium Ltd), and Standard Lithium Ltd.
31.1* Certification Pursuant to Rule 13a-14(a) or 15d-14(a) of the Exchange Act, As Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
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++ Attached as Exhibit 101 to this report are the following documents formatted in XBRL (Extensible Business Reporting Language):
−Removed: (i) Consolidated Statements of Operations for the three and six-month periods ended June 30, 2023 and 2022;
−Removed: (ii) Consolidated Statements of Comprehensive Income for the three and six-month periods ended June 30, 2023 and 2022;
−Removed: (iii) Consolidated Balance Sheets as of June 30, 2023 and December 31, 2022;
−Removed: (iv) Consolidated Statements of Equity for the six-month periods ended June 30, 2023 and 2022 ;
−Removed: (v) Consolidated Statements of Cash Flows for the six-month periods ended June 30, 2023 and 2022;
−Removed: and (vi) Notes to Consolidated Financial Statements for the six months ended June 30, 2023.
+Added: (i) Consolidated Statements of Operations for the three and nine-month periods ended September 30, 2023 and 2022;
+Added: (ii) Consolidated Statements of Comprehensive Income for the three and nine-month periods ended September 30, 2023 and 2022;
+Added: (iii) Consolidated Balance Sheets as of September 30, 2023 and December 31, 2022;
+Added: (iv) Consolidated Statements of Equity for the nine-month periods ended September 30, 2023 and 2022;
+Added: (v) Consolidated Statements of Cash Flows for the nine-month periods ended September 30, 2023 and 2022;
+Added: and (vi) Notes to Consolidated Financial Statements for the nine months ended September 30, 2023.
# Certain schedules have been omitted pursuant to Item 601(a)(5) of Regulation S-K.
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TETRA Technologies, Inc.
−Removed: July 31, 2023 By:
+Added: October 30, 2023 By:
President and Chief Executive Officer
Principal Executive Officer
−Removed: July 31, 2023 By:
+Added: October 30, 2023 By:
Senior Vice President and Chief Financial Officer
Principal Financial Officer
−Removed: July 31, 2023 By:
+Added: October 30, 2023 By:
/s/Richard D.
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.