false 0001767042 0001767042 2024-01-29 2024-01-29

 

 

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): January 29, 2024

 

 

Kodiak Gas Services, Inc.

(Exact name of registrant as specified in its charter)

 

 

 

Delaware   001-41732   83-3013440

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

 

15320 Highway 105 W, Suite 210, Montgomery, Texas   77356
(Address of principal executive offices)   (Zip Code)

Registrant’s telephone number, including area code: (936) 539-3300

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

 

Soliciting material pursuant to Rule 14a-12 under the Exchange Act

 

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act

 

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act

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 $0.01 per share   KGS   The 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 or Rule 12b-2 of the Securities Exchange Act of 1934.

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 January 29, 2024, Kodiak Gas Services, Inc. (the “Company”) issued a news release announcing a quarterly cash dividend of $0.38 per share of common stock payable on February 23, 2024 to holders of record as of the close of business on February 16, 2024. The news release is furnished as Exhibit 99.1 to this Current Report on Form 8-K.

The information under this Item 7.01 and in Exhibit 99.1 to this Current Report on Form 8-K are being furnished and shall not be deemed “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that Section. The information under this Item 7.01 and in Exhibit 99.1 to this Current Report on Form 8-K shall not be incorporated by reference into any registration statement or other document pursuant to the Securities Act of 1933, as amended.

 

Item 9.01

Financial Statements and Exhibits.

d) Exhibits.

 

No.    Description
99.1    Kodiak Gas Services, Inc. news release dated January 29, 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.

 

    Kodiak Gas Services, Inc.
Date: January 29, 2024     By:  

/s/ Kelly M. Battle

    Name:   Kelly M. Battle
    Title:   Executive Vice President, Chief Legal Officer, Chief Compliance Officer and Corporate Secretary

Exhibit 99.1

 

LOGO  

 

NEWS RELEASE

 

 

Contacts:

Kodiak Gas Services, Inc.

Graham Sones, VP of Investor Relations

ir@kodiakgas.com

(936) 755-3259

 

Dennard Lascar Investor Relations

Ken Dennard / Rick Black

KGS@dennardlascar.com

713-529-6600

Kodiak Gas Services Announces Quarterly Dividend

of $0.38 per Share of Common Stock

MONTGOMERY, TX — January 29, 2024 — Kodiak Gas Services, Inc. (NYSE: KGS), (“Kodiak” or the “Company”), a leading provider of critical energy infrastructure and contract compression services, today announced that its board of directors has declared a cash dividend of $0.38 per share of common stock, or $1.52 per share of common stock on an annualized basis, for the fourth quarter of 2023. This cash dividend will be paid on February 23, 2024 to all stockholders of record as of the close of business on February 16, 2024.

Mickey McKee, Kodiak’s founder and Chief Executive Officer, stated, “Returning capital to shareholders via our well-covered dividend is a key element of our capital allocation strategy. Our dividend provides investors an attractive yield on their investment while allowing Kodiak to invest in its fleet, live within cash flow and drive towards our long-term leverage target.”

About Kodiak

Kodiak is one of the largest contract compression services providers in the continental United States with a revenue-generating fleet of over 3.2 million horsepower. The Company focuses on providing contract compression services to oil and gas producers and midstream customers in high-volume gas gathering systems, processing facilities, multi-well gas lift applications and natural gas transmission systems. More information is available at www.kodiakgas.com.

Cautionary Note Regarding Forward-Looking Statements

This news release contains “forward-looking statements” within the meaning of the safe harbor provisions of the U.S. Private Securities Litigation Reform Act of 1995. Forward-looking statements are neither historical facts nor assurances of future performance. Instead, they are based only on our current beliefs, expectations and assumptions regarding the future of our business, future plans and strategies, projections, anticipated events and trends, the economy and other future conditions. Forward-looking statements can be identified by words such as: “anticipate,” “intend,” “plan,” “goal,” “seek,” “believe,” “project,” “estimate,” “expect,” “strategy,” “future,” “likely,” “may,” “should,” “will” and similar references to future periods. Forward-looking statements contained herein include the amount and timing of future


dividend payments. Because forward-looking statements relate to the future, they are subject to inherent uncertainties, risks and changes in circumstances that are difficult to predict and many of which are outside of our control. A list and description of risks, uncertainties and other factors can be found in the “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” sections of our final prospectus filed with the U.S. Securities and Exchange Commission (the “SEC”) on June 30, 2023 pursuant to Rule 424(b)(4) and in Part I, Item 2. “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and Part II, Item 1A. “Risk Factors” sections of our Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2023 and filed with the SEC on November 9, 2023. Any forward-looking statement made by us in this news release is based only on information currently available to us and speaks only as of the date on which it is made. Except as may be required by applicable law, we undertake no obligation to publicly update any forward-looking statement whether as a result of new information, future developments or otherwise.

###

 

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Entity Registrant Name Kodiak Gas Services, Inc.
Entity Incorporation State Country Code DE
Entity File Number 001-41732
Entity Tax Identification Number 83-3013440
Entity Address, Address Line One 15320 Highway 105 W
Entity Address, Address Line Two Suite 210
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