Form 8-K

8-K — BATTALION OIL CORP

Accession: 0001104659-26-112594

Filed: 2026-10-01

Period: 2026-09-30

CIK: 0001282648

SIC: 1311 (CRUDE PETROLEUM & NATURAL GAS)

Item: Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers

Item: Regulation FD Disclosure

Item: Financial Statements and Exhibits

Documents

8-K — batl-20260930x8k.htm (Primary)

EX-99.1 (batl-ex99d1.htm)

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8-K

8-K (Primary)

Filename: batl-20260930x8k.htm · Sequence: 1

Battalion Oil Corp_September 30, 2026

0001282648false00012826482026-09-302026-09-30

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

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

Date of Report (Date of earliest event reported): September 30, 2026

Battalion Oil Corporation

(Exact name of registrant as specified in its charter)

Delaware

001-35467

20-0700684

(State or other jurisdiction

of incorporation)

(Commission File Number)

(IRS Employer

Identification No.)

820 Gessner Road

Suite 1100

Houston, Texas

77024

(Address of principal executive offices)

(Zip Code)

Registrant’s telephone number, including area code: (832) 538-0300

(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 par value $0.0001

BATL

NYSE American

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 Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

Appointment of New Director

Effective September 30, 2026, Battalion Oil Corporation (the “Company”) increased the size of the board of directors of the Company (the “Board”) from four directors to five directors and appointed John “Brad” Juneau (“Mr. Juneau”) to fill the vacancy created thereby, to serve until his successor is duly elected and qualified or until his earlier resignation, removal, death, or incapacity. Mr. Juneau has not been appointed to serve on any committee of the Board at this time.

The Board has determined that Mr. Juneau (i) qualifies as an “independent director” under the applicable rules of the U.S. Securities and Exchange Commission (the “SEC”) and the NYSE American LLC Company Guide (the “NYSE American”) and (ii) meets the requirements for service on the Board pursuant to the Company’s Corporate Governance Guidelines, a copy of which is available under the “Investor Relations—Corporate Governance” page of the Company’s website at www.battalionoil.com. The information on the Company’s website does not constitute a part of this report and is not incorporated herein by reference.

There are no arrangements or understandings between Mr. Juneau and any other person pursuant to which Mr. Juneau was appointed to serve as a director of the Company. There are no transactions in which Mr. Juneau has an interest that requires disclosure under Item 404(a) of Regulation S-K.

For his service on the Board, Mr. Juneau will be entitled to the same compensation arrangements as the Company’s non-employee directors, as described in the Company’s Current Report on Form 8-K filed with the SEC on June 18, 2026.

John “Brad” Juneau Biography:

- Mr. Juneau has served as a director of Contango Silver & Gold Inc. (“Contango Ore”) since April 2013, including as its Chairman until 2025. He has also served as a director of Talos Energy Inc. (“Talos”) since May 2018, where he is a member of the Compensation Committee and the Safety, Sustainability, and Corporate Responsibility Committee.

- Mr. Juneau is the sole manager of Juneau Exploration, L.P. (“Juneau Exploration”), a private prospect generation and exploration company he established in 1998 that has participated in and managed oil and gas projects as well as gold exploration and development. Through Juneau Exploration, he is managing the ultra-deep Highlander oil and gas project in South Louisiana and is partnered with Armstrong Oil and Gas on an exploration project in West Harrison Bay on Alaska’s North Slope.

- Mr. Juneau has more than 40 years of experience in oil and gas exploration and development, metals development, and other energy ventures. He joined Zilkha Energy Company (“Zilkha”) in 1987 as Vice President of Operations and became Senior Vice President of Exploration, building and leading the in-house team that generated its offshore Gulf of Mexico prospects until the company was sold to Sonat for $1.5 billion in 1998.

- In 1999, Mr. Juneau and Ken Peak formed Contango Oil & Gas Company (“Contango”), whose stock price grew from $0.20 to over $75 per share before the company merged in 2013.

- In 2008, Juneau Exploration leased approximately 600,000 acres in eastern interior Alaska for gold exploration, leading to the 2009 discovery of the Manh Choh mine. The project was later spun out as Contango Ore, and Manh Choh, the first hard rock gold mine developed in Alaska in over 25 years, began production in 2024.

- Mr. Juneau holds a Bachelor of Science in Petroleum Engineering from Louisiana State University.

- He previously served on the board of directors of Stone Energy from 2017 until its 2018 merger with Talos.

Item 7.01

Regulation FD Disclosure..

On October 1, 2026, the Company issued a press release announcing the appointment of Mr. Juneau to the Board. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.

The information in this Item 7.01, including Exhibit 99.1 hereto, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth in such filing.

Item 9.01

Financial Statements and Exhibits.

(d)Exhibits. The following exhibits are furnished as part of this Current Report on Form 8-K:

Exhibit No.

Description

99.1

Press Release, dated October 1, 2026.

104

Cover Page Interactive Data File (embedded within the Inline XBRL document).

SIGNATURE

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

BATTALION OIL CORPORATION

October 1, 2026

By:

/s/ Matthew B. Steele

Name:

Matthew B. Steele

Title:

Chief Executive Officer

EX-99.1

Filename: batl-ex99d1.htm · Sequence: 2

Web

Exhibit 99.1

Battalion Oil Appoints Brad Juneau to Board of Directors

Houston, Texas, Oct. 1, 2026 (GLOBE NEWSWIRE) -- Battalion Oil Corporation (NYSE American: BATL) (“Battalion” or the “Company”) today announced that John “Brad” Juneau has joined its Board of Directors, effective September 30, 2026. Mr. Juneau brings more than 40 years of extensive experience in oil and gas exploration and development, executive management, public company board service, and mergers and acquisitions. In connection with Mr. Juneau’s appointment as an independent director, the Company’s Board of Directors was expanded to five members.

Mr. Juneau’s appointment follows the Board’s previously stated intention, following director changes announced in March 2026, to identify and appoint additional independent directors who would further strengthen the Board’s composition and governance. His appointment maintains a majority-independent Board.

Mr. Juneau is the founder and sole manager of Juneau Exploration, L.P. (“Juneau Exploration”), a private prospect generation and exploration company. He currently serves as a director of Talos Energy Inc. (“Talos”), where he is a member of the Compensation Committee and the Safety, Sustainability and Corporate Responsibility Committee, and also serves as a director of Contango Silver & Gold Inc. (“Contango Ore”), having previously served as its Chairman. He joined the Talos board in 2018 following its combination with Stone Energy Corporation, where he had served as a director since 2017.

In 1999, Mr. Juneau co-founded Contango Oil & Gas Company (“Contango”) with the late Kenneth R. Peak. Contango discovered and developed several new fields in South Texas and the Gulf of Mexico, including the Dutch and Mary Rose fields, increasing Contango stock price from $0.20/share to a high of $75/share. Previously, Mr. Juneau spent 11 years at Zilkha Energy Company (“Zilkha”), joining as Vice President of Operations before rising to Senior Vice President of Exploration, where he built and led the in-house technical team responsible for generating the company’s offshore Gulf of Mexico prospects using regional 3D seismic. Zilkha was sold to Sonat, Inc. in 1998 for $1.5 billion.

Through Juneau Exploration, Mr. Juneau led the 2009 gold discovery in eastern interior Alaska that became the Manh Choh project, which was later spun out into Contango Ore and commenced production in 2024. Juneau Exploration currently manages an ultra-deep natural gas project in South Louisiana and is partnered on an oil exploration project on Alaska’s North Slope. Mr. Juneau holds a B.S. in Petroleum Engineering from Louisiana State University.

Management Comments

“Brad has spent four decades finding and developing hydrocarbons and building companies around those discoveries, and just as often, building them toward a well-timed sale or combination, from Zilkha Energy’s sale to Sonat to Stone Energy’s combination with Talos,” said

Matt Steele, Chief Executive Officer. “That is precisely the kind of accretive, consolidation-minded experience we want on our Board. His technical expertise as a petroleum engineer, his proven record of creating value for shareholders, and his public company board experience make him a valuable addition as we execute our strategy. We are pleased to welcome him to the Board.”

“Battalion has a quality asset base that we can build on and a management team that can execute. Together we can create substantial shareholder value. I’ve spent my career finding value in overlooked positions and helping build them into something bigger. I look forward to working with the Board and management toward that same outcome for Battalion’s shareholders,” said Mr. Juneau.

Forward-Looking Statements

This release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Statements that are not strictly historical statements constitute forward-looking statements. Forward-looking statements in this release include, among others, statements about the anticipated contributions of Mr. Juneau to the Board and the Company’s strategy. Forward-looking statements may often, but not always, be identified by the use of words such as “expects,” “believes,” “intends,” “anticipates,” “plans,” “estimates,” “projects,” “potential,” “possible” or “probable,” or statements that certain actions, events or results “may,” “will,” “should” or “could” be taken, occur or be achieved. Forward-looking statements are based on current beliefs and expectations, involve certain assumptions or estimates, and are subject to risks and uncertainties that could cause actual results to differ materially from those reflected in the statements. These risks include, but are not limited to, those set forth in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2025, its subsequent Quarterly Reports on Form 10-Q, and other filings submitted by the Company to the SEC, copies of which may be obtained from the SEC’s website at www.sec.gov or through the Company’s website at www.battalionoil.com. Readers should not place undue reliance on any such forward-looking statements, which are made only as of the date hereof. The Company has no duty, and assumes no obligation, to update forward-looking statements as a result of new information, future events or changes in the Company’s expectations

About Battalion

Battalion Oil Corporation is an independent energy company engaged in the acquisition, production, exploration and development of onshore oil and natural gas properties in the United States.

Contact Data

Matthew B. Steele

Chief Executive Officer

832-538-0300

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