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

Date of Report: December 28, 2023

(Date of earliest event reported)

______________________________________________________________________________________

RING ENERGY, INC.

(Exact name of registrant as specified in its charter)

_______________________________________________________________________________________________________

Nevada

001-36057

90-0406406

(State or other jurisdiction of incorporation)

(Commission File Number)

(IRS Employer Identification No.)

1725 Hughes Landing Blvd., Suite 900

The Woodlands, TX 77380

(Address of principal executive offices) (Zip Code)

(281) 397-3699

(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, $0.001 par value	REI	NYSE American

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 28, 2023, Ring Energy, Inc. (the “Company”) issued a press release announcing the issuance of its 2023 Sustainability Report on the Company’s website. A copy of 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 in this Current Report on Form 8-K furnished pursuant to Item 7.01, including 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”), or otherwise subject to liability under that section, and they shall not be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing. By filing this Current Report on Form 8-K and furnishing this information pursuant to Item 7.01, the Company makes no admission as to the materiality of any information in this Current Report on Form 8-K, including Exhibit 99.1, that is required to be disclosed solely by Regulation FD.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

The following exhibits are included with this Current Report on Form 8-K:


Exhibit No.									Description
99.1									Press Release dated December 2 8 , 2023
104									Cover Page Interactive Data File (embedded within the Inline XBRL document).

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.


		RING ENERGY, INC.

Date:	December 28, 2023	By:	/s/ Travis T. Thomas
			Travis T. Thomas
			Chief Financial Officer

Exhibit 99.1

RING ENERGY ANNOUNCES ISSUANCE OF 2023 SUSTAINABILITY REPORT

The Woodlands, TX – December 28, 2023 – Ring Energy, Inc. (NYSE American: REI) (“Ring” or the “Company”) today announced that it has issued its 2023 Sustainability Report (the “2023 Report”), which is available on the Company’s website at www.ringenergy.com under the “Sustainability” tab.

The report provides updated and comprehensive information about Ring’s Environmental, Social and Governance (“ESG”) initiatives and related key performance indicators. In the creation of the document, the Company primarily consulted the Sustainability Accounting Standards Board’s (“SASB”) Oil and Gas Exploration and Production Sustainability Accounting Standard and the Global Sustainability Standards Board’s Global Reporting Initiative (“GRI”) and associated Oil & Gas Sector Standards. In addition, the Company considered the recommendations of the Task Force on Climate-related Financial Disclosures (“TCFD”), the Sustainable Development Goals (“SDGs”) promulgated by the United Nations, and guidance from other industry frameworks and the various ESG ratings agencies, as appropriate.

During 2022 and into 2023, the Company has executed a number of its targeted ESG initiatives, and these projects are discussed in the 2023 Report. This includes the Company’s:

•Thorough review and related capital investment in industry-leading technologies designed to reduce emissions across its operations;

•Continued and important progress on its targeted TARGET ZERO-365 program focused on health, safety and environmental excellence;

•Pro-active outreach to the Company’s top shareholders concerning say-on-pay and other governance matters, as well as other ESG topics that were of interest to investors;

◦The Company appreciated the feedback and incorporated recommendations in the development of the 2023 Report;

•Introduction of reporting Greenhouse Gas (“GHG”) emissions intensity metrics; and

•Expanded the Company’s ESG reporting frameworks to now include GRI’s global and oil and gas sector standards.

Paul D. McKinney, Chairman of the Board and Chief Executive Officer, commented, “We are pleased to release our 2023 Sustainability Report, which provides an update on our ESG performance and continued efforts to enhance the long-term sustainability of our business. During 2022 and 2023, we continued to make substantial progress planning and executing our sustainability initiatives. This includes significant capital investment in further enhancement of our GHG and other air emissions reduction efforts and the continued advancement of our TARGET ZERO-365 program focused on building an HSE culture that empowers employees and contractors to naturally achieve an incident free environment. In addition, we expanded our disclosure of important ESG metrics and relevant reporting frameworks.”

Mr. McKinney continued, “Further enhancing our long-term sustainability from the release of our last sustainability report, we followed the transformative acquisition of Stronghold Energy's assets in 2022 by further consolidating our core position in the Central Basin Platform – or CBP – via the immediately accretive acquisition of the assets of privately held Founders Oil & Gas IV, LLC (“Founders”), which closed in August 2023. The acquired Founders operations in the CBP are located in Ector County, Texas – near our existing CBP operations – and focused on the development of approximately 3,600 net leasehold acres that are 100% operated with an average 99% working interest, and 100% held by production. During the third quarter of 2023, these two acquisitions helped Ring to generate record financial performance. We continue to believe a financially sustainable company depends on having a corporate culture that strives for continuous improvement in environmental, operational and safety performance, and governance-related matters. We are confident our 2023 Report showcases our progress on these important fronts.”

About Ring Energy, Inc.

Ring Energy, Inc. is an oil and gas exploration, development, and production company with current operations focused on the development of its Permian Basin assets. For additional information, please visit www.ringenergy.com.

Safe Harbor Statement

This release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Forward-looking statements involve a wide variety of risks and uncertainties, and include, without limitation, statements with respect to the Company’s strategy and prospects. The forward-looking statements include statements about the expected future reserves, production, financial position, business strategy, revenues, earnings, costs, capital expenditures and debt levels of the Company; plans and objectives of management for future operations; and the Company’s goals and expectations regarding emissions, safety performance and other ESG matters. Forward-looking statements are based on current expectations and assumptions and analyses made by Ring and its management in light of their experience and perception of historical trends, current conditions and expected future developments, as well as other factors appropriate under the circumstances. However, whether actual results and developments will conform to expectations is subject to a number of material risks and uncertainties, including but not limited to: declines in oil, natural gas liquids or natural gas prices; the level of success in exploration, development and production activities; adverse weather conditions that may negatively impact development or production activities; the timing of exploration and development expenditures; inaccuracies of reserve estimates or assumptions underlying them; revisions to reserve estimates as a result of changes in commodity prices; impacts to financial statements as a result of impairment write-downs; risks related to level of indebtedness and periodic redeterminations of the borrowing base and interest rates under the Company’s credit facility; Ring’s ability to generate sufficient cash flows from operations to meet the internally funded portion of its capital expenditures budget; the impacts of hedging on results of operations; and Ring’s ability to replace oil and natural gas reserves. Such statements are subject to certain risks and uncertainties which are disclosed in the Company’s reports filed with the Securities and Exchange Commission (“SEC”), including its Form 10-K for the fiscal year ended December 31, 2022, and its other SEC filings. Ring undertakes no obligation to revise or update publicly any forward-looking statements except as required by law.

Contact Information

Al Petrie Advisors

Al Petrie, Senior Partner

Phone: 281-975-2146

Email: apetrie@ringenergy.com

Cover	Dec. 28, 2023
Cover [Abstract]
Document Type	8-K
Document Period End Date	Dec. 28, 2023
Entity Registrant Name	RING ENERGY, INC.
Entity Incorporation, State or Country Code	NV
Entity File Number	001-36057
Entity Tax Identification Number	90-0406406
Entity Address, Address Line One	1725 Hughes Landing Blvd
Entity Address, Address Line Two	Suite 900
Entity Address, City or Town	The Woodlands
Entity Address, State or Province	TX
Entity Address, Postal Zip Code	77380
City Area Code	281
Local Phone Number	397-3699
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of 12(b) Security	Common Stock, $0.001 par value
Trading Symbol	REI
Security Exchange Name	NYSEAMER
Entity Emerging Growth Company	false
Amendment Flag	false
Entity Central Index Key	0001384195