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): December 15, 2022
Granite Ridge Resources, Inc.
(Exact name of registrant as specified in its charter)
| Delaware | 001-41537 | 88-2227812 |
(State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) |
| | | |
5217 McKinney Avenue, Suite 400 Dallas, Texas | 75205 |
| (Address of principal executive offices) | (Zip Code) |
| | | | |
(214) 396-2850
(Registrant’s telephone number, including area code)
Not Applicable
(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(s) | Name of each exchange on which registered |
| Common stock, par value $0.0001 per share | GRNT | New York Stock Exchange |
| Warrants to purchase Common Stock, each whole warrant exercisable for one share of common stock at an exercise price of $11.50 per share | GRNT WS | New York Stock Exchange |
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 x
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.
On December 15, 2022, Granite Ridge Resources, Inc. (the “Company”) announced that its Board of Directors has approved a stock repurchase program. Under the repurchase program, management is authorized to repurchase up to $50 million of the Company’s common stock through December 31, 2023. The program may be limited or terminated at any time without prior notice, but, with no further action by the Board of Directors of the Company, the stock repurchase program will terminate on December 31, 2023.
Under the stock repurchase program, shares of common stock may be repurchased by the Company from time to time in open market transactions or in privately negotiated transactions as permitted under applicable rules and regulations. Repurchases may be conducted, suspended, or terminated at any time without notice. The extent to which the Company repurchases its shares and the timing of such repurchases will depend upon market conditions and other considerations as may be considered in the Company’s sole discretion.
The Company also announced that its Conflicts Committee of the Board of Directors approved a waiver of certain lock-up transfer restrictions pursuant to that certain Registration Rights and Lock-Up Agreement dated as of October 24, 2022 by and among the Company and certain stockholders named therein, with respect to 9,507,742 shares of common stock currently owned by GREP Holdco II LLC and 14,050,471 shares of common stock currently owned by GREP Holdco II-B Holdings, LLC.
A copy of the press release is attached as Exhibit 99.1 to this report and is incorporated herein by reference.
| Item 9.01 | Financial Statements and Exhibits. |
(d) Exhibits.
*Filed herewith
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| | | GRANITE RIDGE RESOURCES, INC. |
| | | |
| Date: December 15, 2022 | By: | /s/ Luke C. Brandenberg |
| | | Name: | Luke C. Brandenberg |
| | | Title: | President and Chief Executive Officer |
