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): August 12, 2022
DAWSON
GEOPHYSICAL COMPANY
(Exact name of Registrant
as specified in its charter)
| texas |
001-32472 |
74-2095844 |
(State of incorporation
or organization) |
(Commission file number) |
(I.R.S. employer identification number) |
508 West Wall, Suite 800
Midland, Texas 79701
(Address of principal executive offices)
(Zip Code)
(432) 684-3000
(Registrant’s telephone number, including
area code)
(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 (see
General Instruction A.2. below):
¨
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))
| Title of each class |
|
Trading Symbol(s) |
|
Name of each exchange on which registered |
| Common Stock, $0.01 par value |
|
DWSN |
|
The NASDAQ Stock 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 2.02. | Results of Operations and Financial Condition. |
On August 12, 2022, Dawson Geophysical Company
(the “Company”) issued a press release reporting its preliminary and unaudited financial results for the quarter ended June 30,
2022, the Company’s second quarter of 2022.
The Company hereby incorporates by reference into
this Item 2.02 the information set forth in such press release, a copy of which is furnished as Exhibit 99.1 to this Current Report.
Pursuant to the rules and regulations of the Securities and Exchange Commission, such exhibit and the information set forth therein
and herein are deemed to be furnished and shall not be deemed to be “filed” under the Securities Exchange Act of 1934, as
amended (the “Exchange Act”).
| Item 9.01. | Financial Statements and Exhibits. |
In accordance with General Instruction B.2 of Form 8-K,
the information set forth in the attached Exhibit 99.1 is deemed to be “furnished” and shall not be deemed to be “filed”
for purposes of Section 18 of the Exchange Act.
SIGNATURES
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.
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DAWSON GEOPHYSICAL COMPANY |
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| Date: August 12, 2022 |
By: |
/s/ James K. Brata |
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|
James K. Brata |
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|
Executive Vice President, Chief Financial Officer, Secretary and Treasurer |
