Form 8-K
8-K — KLX Energy Services Holdings, Inc.
Accession: 0001738827-26-000061
Filed: 2026-10-29
Period: 2026-10-29
CIK: 0001738827
SIC: 1389 (OIL, GAS FIELD SERVICES, NBC)
Item: Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers
Documents
8-K — klxe-20261029.htm (Primary)
EX-99.1 (newsreleaseforedmonds_hall.htm)
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8-K
8-K (Primary)
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klxe-20261029
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): October 29, 2026
_____________________
KLX ENERGY SERVICES HOLDINGS, INC.
(Exact name of registrant as specified in its charter)
_____________________
Delaware 001-38609 36-4904146
(State or Other Jurisdiction of Incorporation) (Commission File Number) (IRS Employer Identification No.)
3040 Post Oak Boulevard, 15th Floor
Houston, Texas 77056
(Address of Principal Executive Offices)
(832) 844-1015
(Registrant’s Telephone Number, Including Area Code)
_____________________
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:
Trading
Name of each exchange
Title of each class
symbol(s)
on which registered
Common Stock, $0.01 Par Value KLXE The Nasdaq Global Select Market
Preferred Stock Purchase Rights N/A The Nasdaq Global Select Market
_____________________
Indicate by check mark whether the registrant is an emerging growth company 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 5.02 Departure of Directors or Principal Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On October 29, 2026, at the recommendation of the Nominating and Corporate Governance Committee of the Board of Directors (the “Board”) of KLX Energy Services Holdings, Inc. (the “Company”), the Board appointed Franklin S. Edmonds, Jr. and E. Dirk Hallen to the Board as independent directors, effective immediately. The Board designated Mr. Edmonds as a Class II Director to serve until the Company’s 2029 Annual Meeting of Stockholders or his earlier resignation, retirement or other termination of service. The Board designated Mr. Hallen as a Class III Director to serve until the Company’s 2027 Annual Meeting of Stockholders or his earlier resignation, retirement or other termination of service. Based upon information requested from and provided by Messrs. Edmonds and Hallen concerning their background, employment and affiliations, including family relationships, the Board determined that Messrs. Edmonds and Hallen do not have any relationships that would interfere with the exercise of independent judgment in carrying out the responsibilities of a director and that Messrs. Edmonds and Hallen are “independent” as that term is defined under the applicable rules and regulations of the Securities and Exchange Commission and the listing requirements of the Nasdaq Stock Market. There are no family relationships between Messrs. Edmonds and Hallen and any director or executive officer of the Company, and there are no arrangements or understandings between Messrs. Edmonds and Hallen and any other persons pursuant to which they were appointed as directors of the Company.
Messrs. Edmonds and Hallen have been appointed as members of the Nominating and Corporate Governance Committee, effective as of October 29, 2026. Mr. Edmonds has also been appointed as member of the Audit Committee, and Mr. Hallen has also been appointed as member of the Compensation Committee.
Messrs. Edmonds and Hallen will receive the standard non-employee director compensation for their service as directors. For a full description of the compensation program for the Company’s non-employee directors, please see the Company’s Definitive Proxy Statement filed on March 26, 2026.
On October 29, 2026, John Collins and Tom McCaffrey announced to the board of directors (the “Board”) of the Company their intention to resign with immediate effect. Messrs. Collins and McCaffrey’s departure from the Board was not due to any disagreement with the Company on any matter relating to the Company’s operations, policies or practices.
Item 7.01 Regulation FD Disclosure.
On October 29, 2026, the Company issued a press release announcing the appointment of Messrs. Edmonds and Hallen to the Board’s Nominating and Governance Committee, the appointment of Mr. Edmonds to the Audit Committee, the appointment of Mr. Hallen to the Compensation Committee and the resignation of Messrs. Collins and McCaffrey from the Board.
The information furnished pursuant to this Item 7.01, including Exhibit 99.1 attached hereto, shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and will not be incorporated by reference into any filing under the Securities Act unless specifically identified therein as being incorporated therein by reference.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
Exhibit
No. Description
99.1
Press release issued by KLX Energy Services Holdings, Inc. dated October 29, 2026
104 Cover Page Interactive Data File (embedded within Inline XBRL document).
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
KLX Energy Services Holdings, Inc.
By: /s/ Max L. Bouthillette
Name: Max L. Bouthillette
Title: Executive Vice President, General Counsel, Chief Compliance Officer and Secretary
Date: October 29, 2026
EX-99.1
EX-99.1
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Document
News Release
Contacts:
KLX Energy Services
Geoffrey C. Stanford, SVP, Interim CFO & CAO 832-930-8066
IR@klxenergy.com
Dennard Lascar Investor Relations Ken Dennard / Natalie Hairston
(713) 529-6600
KLXE@dennardlascar.com
KLX ENERGY SERVICES ANNOUNCES APPOINTMENT OF
FRANKLIN S. EDMONDS, JR. AND E. DIRK HALLEN TO BOARD OF DIRECTORS
HOUSTON – October 29, 2026 – KLX Energy Services Holdings, Inc. (NASDAQ: KLXE) (“KLX” or the “Company”) today announced the appointment of Franklin S. Edmonds, Jr. and E. Dirk Hallen to its Board of Directors (the “Board”) as independent directors, effective October 29, 2026. They succeed John Collins and Tom McCaffrey who have resigned from the Board. Messrs. Edmonds and Hallen will both serve on the Board’s Nominating and Governance Committee. Additionally, Mr. Edmonds will serve on the Audit Committee and Mr. Hallen will serve on the Compensation Committee.
“We are pleased to welcome Frank and Dirk to the KLX Board,” said Chris Baker, President and Chief Executive Officer of KLX. “Frank’s extensive background in investments, capital allocation and corporate governance, together with Dirk’s substantial oilfield services, operational and strategic experience, will bring valuable and complementary perspectives to the Board as we continue to execute our business strategy and enhance long-term value for our shareholders.”
Mr. Baker added, “On behalf of the Board and the Company, I thank John Collins and Tom McCaffrey for their many years of dedicated service and leadership. Their contributions have helped guide the Company during a challenging transition through the Covid era and a transformational capital rebalancing, and we are grateful for the lasting impact they have made. We wish them both continued success in their future endeavors.”
Franklin S. Edmonds, Jr.
Franklin S. Edmonds, Jr. brings more than three decades of experience across public and private investments, capital markets, corporate governance and strategic oversight. He served as an independent director and member of the Strategic Review Committee of Atkore Inc. (NYSE: ATKR) before its sale to Prysmian S.p.A in October 2026. He serves as a board member and
1
investor in a number of privately held businesses and real estate ventures. From 2013 to 2019, Mr. Edmonds was as Co-Managing Partner and Head of Research at Panning Capital Management. He previously served as a Partner at King Street Capital, where he was one of five partners, served on the firm’s Global Investment Committee and managed its global research team. Earlier in his career, he held investment positions with Oak Hill Advisors and Lehman Brothers. Mr. Edmonds currently serves on the board of the University of Virginia Investment Management Company, as Chair of the Jefferson Scholars Foundation and as a board member of the University of Virginia’s Darden Graduate School of Business. He earned J.D. and M.B.A. degrees from the University of Virginia School of Law and the Darden Graduate School of Business and a Bachelor of Arts degree in American Studies from the University of Virginia.
E. Dirk Hallen
E. Dirk Hallen has more than 12 years of experience in completions-focused oilfield services, spanning frac sand, proppant logistics and pressure pumping, along with a background in strategy consulting, corporate transactions and business transformation. From 2024 to 2026, Mr. Hallen served as Chief Executive Officer and a director of HC Minerals, which was spun out of Hi-Crush Inc. to hold their Northern White sand and rail logistics platform before the assets were sold to Iron Oak Energy in 2025. From 2020 to 2024, he was Chief Executive Officer and a director of Hi-Crush Inc., an integrated provider of frac sand and logistics services for North American oil and gas completions. Mr. Hallen was tasked with leading Hi-Crush following its emergence from bankruptcy in 2020, focusing on reducing costs, driving operational excellence, improving safety performance, and accelerating growth. That turnaround culminated in the 2024 sale of the majority of the company’s assets to Atlas Energy Solutions. As Hi-Crush’s designee, he also served on the board of PropX, a provider of last-mile containerized proppant delivery solutions, through its sale to Liberty Energy in 2021. Previously, Mr. Hallen co-founded Pronghorn Logistics, a provider of outsourced frac sand supply-chain services to E&P operators, and served as its Chief Executive Officer from 2017 until Hi-Crush acquired it in 2019. Prior to that, he held senior roles at RockPile Energy Services, an oilfield services provider acquired by Keane Group in 2017. Earlier in his career, he was a management consultant in the energy practice of Booz & Company. Mr. Hallen holds an M.B.A. from the McCombs School of Business at The University of Texas at Austin and a B.S. from California Polytechnic State University, San Luis Obispo.
About KLX Energy Services
KLX is a growth-oriented provider of diversified oilfield services to leading onshore oil and natural gas exploration and production companies operating in both conventional and unconventional plays in all of the active major basins throughout the United States. The Company delivers mission critical oilfield services focused on drilling, completion, production, and intervention activities for technically demanding wells from over 60 service and support facilities located throughout the United States. KLX’s complementary suite of proprietary products and specialized services is supported by technically skilled personnel and a broad portfolio of innovative in-house manufacturing, repair and maintenance capabilities. More information is available at www.klx.com.
Forward Looking Statements
This press release contains forward-looking statements within the meaning of the federal securities laws. Actual results may differ materially from those expressed or implied by these forward-looking statements as a result of various risks and uncertainties. Readers are encouraged
2
to review the Company’s filings with the Securities and Exchange Commission for a discussion of factors that could affect future results.
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