Approach Resources (AREXQ) DEFA14A Additional proxy soliciting materials

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 14A

Proxy Statement Pursuant to Section 14(a) of the

Securities Exchange Act of 1934

(Amendment No.     )

Filed by the Registrant  ☒                             Filed by a Party other than the Registrant  ☐

Check the appropriate box:

☐	Preliminary Proxy Statement
☐	Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))
☐	Definitive Proxy Statement
☒	Definitive Additional Materials
☐	Soliciting Material Pursuant to § 240.14a-12

Approach Resources Inc.

(Name of Registrant as Specified in its Charter)

(Name of Person(s) Filing Proxy Statement, if other than the Registrant)

Payment of Filing Fee (Check the appropriate box):

☒	No fee required.
☐	Fee computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11.
	1)	Title of each class of securities to which transaction applies:
	2)	Aggregate number of securities to which transaction applies:
	3)	Per unit price or other underlying value of transaction computed pursuant to Exchange Act Rule 0-11 (set forth the amount on which the filing fee is calculated and state how it was determined):
	4)	Proposed maximum aggregate value of transaction:
	5)	Total fee paid:
☐	Fee paid previously with preliminary materials.
☐	Check box if any part of the fee is offset as provided by Exchange Act Rule 0-11(a)(2) and identify the filing for which the offsetting fee was paid previously. Identify the previous filing by registration statement number, or the Form or Schedule and the date of its filing.
	1)	Amount Previously Paid:
	2)	Form, Schedule or Registration Statement No.:
	3)	Filing Party:
	4)	Date Filed:

*** Exercise YourRight to Vote ***

Important Notice Regarding the Availability of Proxy Materials for the

Stockholder Meeting to Be Held on June 7, 2017.

        APPROACH RESOURCES INC.

APPROACH RESOURCES INC.

ONE RIDGMAR CENTRE

6500 WEST FREEWAY, SUITE 800

FORT WORTH, TEXAS 76116

Meeting Information

Meeting Type:           Annual Meeting

For holders as of:      April 13, 2017

Date:June 7, 2017      Time:    10:00 AM CDT

Location: 6500 West Fwy, Suite 800

  Fort Worth, Texas 76116

You are receiving this communication because you hold shares in the company named above.

This is not a ballot. You cannot use this notice to vote these shares. This communication presents only an overview of the more complete proxy materials that are available to you on the Internet. You may view the proxy materials online atwww.proxyvote.com, scan the QR Barcode on the reverse side, or easily request a paper copy (see reverse side).

We encourage you to access and review all of the important information contained in the proxy materials before voting.

See the reverse side of this notice to obtain proxy materials and voting instructions.

	Before You Vote How to Access the Proxy Materials
	Proxy Materials Available to VIEW or RECEIVE: NOTICE AND PROXY STATEMENT            2016 ANNUAL REPORT
	How to View Online: Have the information that is printed in the box marked by the arrow(located on the following page)and visit:www.proxyvote.com,or scan the QR Barcode below. How to Request and Receive a PAPER orE-MAIL Copy: If you want to receive a paper ore-mail copy of these documents, you must request one. There is NO charge for requesting a copy.Please choose one of the following methods to make your request:
	1)BY INTERNET:          www.proxyvote.com
	2)BY TELEPHONE:      1-800-579-1639
	3)BYE-MAIL*:              sendmaterial@proxyvote.com
	*  If requesting materials by e-mail, please send a blank e-mail with the information that is printed in the box marked by the arrow(located on the following page) in the subject line. Requests, instructions and other inquiries sent to thise-mail address will NOT be forwarded to your investment advisor. Please make the request as instructed above on or before May 24, 2017 to facilitate timely delivery.
	How To Vote Please Choose One of the Following Voting Methods
	Vote In Person:Many stockholder meetings have attendance requirements including, but not limited to, the possession of an attendance ticket issued by the entity holding the meeting. Please check the meeting materials for any special requirements for meeting attendance. At the meeting, you will need to request a ballot to vote these shares.
	Vote By Internet:Go towww.proxyvote.comor from a smart phone, scan the QR Barcode above.Have the information that is printed in the box marked by the arrow(located on the following page) available and follow the instructions.
	Vote By Mail:You can vote by mail by requesting a paper copy of the materials, which will include a proxy card.

Voting Items

The Board of Directors recommends you vote FOR

the following:

1. Election of Directors

Nominees:

01) Alan D. Bell

02) Morgan D. Neff

The Board of Directors recommends you vote FOR the following proposal:

2. To approve, on an advisory basis, executive compensation.

The Board of Directors recommends you vote 1 YEAR on the following proposal:

3. To approve, on an advisory basis, the frequency of future advisory votes on our executive compensation.

The Board of Directors recommends you vote FOR proposals 4 and 5:

4. To approve the Sixth Amendment to our 2007 Stock Incentive Plan and the material terms of the amended 2007 Stock Incentive Plan for purposes of complying with Section 162(m) of the Internal Revenue Code.

5. To ratify the appointment of Hein & Associates LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2017.

6. To transact such other business as may properly come before the meeting or any adjournment thereof.

NOTE: To obtain directions to attend the meeting and vote in person, contact Investor Relations at(817)989-9000.