Form 8-K - Current report

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

December 30, 2024

Date of Report (Date of earliest event reported)

Flotek Industries, Inc.

(Exact name of registrant as specified in its charter)


Delaware	001-13270	90-0023731
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)

5775 N. Sam Houston Parkway W., Suite 400 Houston, TX, 77086

(Address of principal executive office and zip code)

(713) 849-9911

(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 Exchange on which registered
Common Stock, $0.0001 par value	FTK	NYSE

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 7.01			Regulation FD Disclosure

On December 30, 2024, Flotek Industries, Inc. issued a press release with an update on proposed amendments to U.S. Environmental Protection Agency flare monitoring regulations. The press release is furnished herewith as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.

The information furnished pursuant to Item 7.01 of this Current Report on Form 8-K and in Exhibit 99.1 shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), is not subject to the liabilities of that section and is not deemed incorporated by reference into any filing of the Company under the Securities Act of 1933, as amended, or the Exchange Act, except as otherwise expressly stated in such filing.


Item 9.01			Financial Statements and Exhibits.

d) Exhibits.



Exhibit Number						Description

99.1						Press release dated December 30, 2024

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

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.


	FLOTEK INDUSTRIES, INC.
Date: December 30, 2024	/s/ Bond Clement
	Name:	Bond Clement
	Title:	Chief Financial Officer

Exhibit 99.1

FLOTEK PROVIDES UPDATE ON PROPOSED AMENDMENTS TO EPA FLARE MONITORING REGULATIONS

HOUSTON, December 30, 2024 - Flotek Industries, Inc. (“Flotek” or the “Company”) (NYSE: FTK) today provided an update regarding flare monitoring regulations issued by the Environmental Protection Agency (“EPA”). On December 20, 2024, the EPA issued proposed amendments to its New Source Performance Standards and Emission Guidelines for Existing Sources for the Crude Oil and Natural Gas Source Category (“OOOOb”) rules issued on May 8, 2024, with respect to monitoring the Net Heating Value (“NHV”) of flares to ensure that methane emissions are minimized. While the proposed amendments address many industry concerns regarding the complexity of the testing, they do not materially change the Company’s outlook regarding the potential addressable market for monitoring services including the scope of installations that will be subject to compliance.

The EPA’s proposed amendments make discrete technical changes to the vent gas NHV continuous monitoring requirements for flaring operations expanding some of the exemptions for new testing requirements while limiting the number of flares that were “generally exempted” from compliance testing. The proposed amendments are open for comment for 45 days after publication in the Federal Register. While the Company believes the regulations should allow the industry to confidently move forward with compliance testing, impacted companies continue to face limited technical, staffing, and analytical resources to conduct these challenging measurements.

As previously announced, on July 12, 2024, the EPA notified the Company that its JP3 system had been designated as an approved measurement technology for the initial flare regulations. The Company’s state-of-the-art optical instrument, designed for the precise measurement of NHV in flare gases, was the first to be approved as an alternative method under the initial regulations.

Following EPA approval, the Company’s Data Analytics segment began providing flare monitoring services to its customers utilizing its proprietary JP3 VeraCal flare monitoring analyzer. Third quarter revenues from its Data Analytics segment increased 30% from second quarter 2024 in part due to new flare monitoring services as the VeraCal analyzers have now conducted numerous compliance tests since receiving approval. Flotek has invested in a fleet of analytical assets to help resolve industry resource restrictions while simplifying compliance.

Ryan Ezell, Chief Executive Officer, said, “After a diligent assessment of the proposed amendments, we continue to believe that the flare monitoring regulations provide a meaningfully positive opportunity for our Data Analytics segment and overall business. We are confident in our ability to offer our customers, and the oil and gas industry, a superior and approved technology, utilizing autonomous, real-time measurements, to monitor flares and reduce emissions. We expect our Data Analytics segment to experience significant growth in 2025 leveraging off our ‘VeraCal analyzer’, which allows our customers to comply with the updated flare monitoring regulations. At Flotek, our strategy remains focused on delivering differentiated technologies at the convergence of chemistry and real-time data solutions.”

About Flotek Industries, Inc.

Flotek Industries, Inc. is a leading chemistry and data technology company focused on servicing the Energy industry. The Company’s top tier technologies leverage near real-time data to deliver innovative solutions to maximize customer returns. Flotek has an intellectual property portfolio of over 170 patents, 20+ years of field and laboratory data, and a global presence in more than 59 countries.

Flotek has established collaborative partnerships focused on sustainable and optimized chemistry and data solutions, aiming to reduce the environmental impact of energy on land, air, water and people.

Flotek is based in Houston, Texas and its common shares are traded on the New York Stock Exchange under the ticker symbol “FTK.” For additional information, please visit www.flotekind.com.

Forward-Looking Statements

Certain statements set forth in this press release constitute forward-looking statements (within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934) regarding Flotek Industries, Inc.’s business, financial condition, results of operations and prospects. Words such as will, continue, expects, anticipates, intends, plans, believes, seeks, estimates, outlook and similar expressions or variations of such words are intended to identify forward-looking statements, but are not the exclusive means of identifying forward-looking statements in this press release. Although forward-looking statements in this press release reflect the good faith judgment of management, such statements can only be based on facts and factors currently known to management. Consequently, forward-looking statements are inherently subject to risks and uncertainties, and actual results and outcomes may differ materially from the results and outcomes discussed in the forward-looking statements. Further information about the risks and uncertainties that may impact the Company are set forth in the Company’s most recent filing with the Securities and Exchange Commission on Form 10-K (including, without limitation, in the “Risk Factors” section thereof), and in the Company’s other SEC filings and publicly available documents. Readers are urged not to place undue reliance on these forward-looking statements, which speak only as of the date of this press release. The Company undertakes no obligation to revise or update any forward-looking statements in order to reflect any event or circumstance that may arise after the date of this press release.

Investor contact:

Mike Critelli

Director of Finance & Investor Relations

E: ir@flotekind.com

Cover	Dec. 30, 2024
Cover [Abstract]
Document Type	8-K
Document Period End Date	Dec. 30, 2024
Entity Registrant Name	Flotek Industries, Inc.
Entity Incorporation, State or Country Code	DE
Entity File Number	001-13270
Entity Tax Identification Number	90-0023731
Entity Address, Address Line One	5775 N. Sam Houston Parkway W., Suite 400
Entity Address, City or Town	Houston
Entity Address, State or Province	TX
Entity Address, Postal Zip Code	77086
City Area Code	(713)
Local Phone Number	849-9911
Soliciting Material	false
Written Communications	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of 12(b) Security	Common Stock, $0.0001 par value
Trading Symbol	FTK
Security Exchange Name	NYSE
Entity Emerging Growth Company	false
Entity Central Index Key	0000928054
Amendment Flag	false
Entity Addresses [Line Items]
City Area Code	(713)
Local Phone Number	849-9911
Document Period End Date	Dec. 30, 2024