Dril-Quip Inc. Files 8-K Report

TL;DR

Dril-Quip filed an 8-K, standard procedure, no major news.

AI Summary

On August 19, 2024, Dril-Quip, Inc. filed an 8-K report detailing a Regulation FD Disclosure and Other Events. The filing includes financial statements and exhibits, but no specific new financial figures or material events were disclosed in the provided text.

Why It Matters

This filing indicates ongoing regulatory compliance and reporting for Dril-Quip, Inc. It serves as an update for investors regarding the company's official disclosures.

Risk Assessment

Risk Level: low — The filing is a routine 8-K report and does not contain information indicating new risks or significant changes.

Key Players & Entities

• Dril-Quip, Inc. (company) — Registrant
• August 19, 2024 (date) — Date of Report
• 713-939-7711 (phone_number) — Registrant's telephone number
• 2050 West Sam Houston Parkway S., Suite 1100 Houston, Texas 77042 (address) — Principal executive offices

FAQ

Filing Documents

• d837697d8k.htm (8-K) — 26KB
• d837697dex991.htm (EX-99.1) — 18KB
• 0001193125-24-202533.txt ( ) — 174KB
• drq-20240819.xsd (EX-101.SCH) — 3KB
• drq-20240819_lab.xml (EX-101.LAB) — 18KB
• drq-20240819_pre.xml (EX-101.PRE) — 11KB
• d837697d8k_htm.xml (XML) — 4KB

From the Filing

8-K 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 19, 2024 DRIL-QUIP, INC. (Exact name of registrant as specified in its charter) Delaware 001-13439 74-2162088 (State or other jurisdiction of incorporation) (Commission File Number) (I.R.S. Employer Identification No.) 2050 West Sam Houston Parkway S. , Suite 1100 Houston , Texas 77042 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (713) 939-7711 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): 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, $.01 par value per share DRQ 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 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. Item7.01 Regulation FD Disclosure. Dril-Quip, Inc. ("Dril-Quip") provided supplemental information regarding the proposed business combination between Dril-Quip and Innovex Downhole Solutions, Inc. in a press release. A copy of the press release is attached as Exhibit 99.1 hereto and is incorporated herein by reference. The information furnished pursuant to Item 7.01, including Exhibit 99.1, shall not be deemed to be "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, shall not otherwise be subject to the liabilities of that section and shall not be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, unless specifically identified therein as being incorporated therein by reference. The furnishing of these slides is not intended to constitute a representation that such information is required by Regulation FD or that the materials they contain include material information that is not otherwise publicly available. Item8.01 Other Events. To the extent required, the information included in Item 7.01 of this Current Report on Form 8-K is incorporated by reference into this Item 8.01. Important Information for Stockholders In connection with the proposed merger of Dril-Quip and Innovex, Dril-Quip filed with the Securities and Exchange Commission ("SEC") a registration statement on Form S-4 (as amended, the "Registration Statement") on May 1, 2024 that included a proxy statement/prospectus (the "Proxy Statement/Prospectus"). The Registration Statement was declared effective by the SEC on August 6, 2024. Dril-Quip filed the definitive proxy statement/prospectus with the SEC on August 6, 2024, and it was first mailed to Dril-Quip's stockholders on August 6, 2024. Dril-Quip has filed other relevant documents with the SEC regarding the proposed merger. This document is not a substitute for the Proxy Statement/Prospectus or Registration Statement or any other document that Dril-Quip has filed with the SEC. STOCKHOLDERS ARE URGED TO CAREFULLY READ THE REGISTRATION STATEMENT, PROXY STATEMENT/PROSPECTUS (INCLUDING ALL AMENDMENTS AND SUPPLEMENTS THERETO) AND OTHER RELEVANT DOCUMENTS THAT HAVE BEEN FILED BY DRIL-QUIP WITH THE SEC IN THEIR ENTIRETY BECAUSE THEY CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED MERGER. Such stockholders can obtain free copies of the Registration Statement and Proxy Statement/Prospectus and other documents containing important information about Dril-Quip, Innovex and the proposed merger through the website maintained by the SEC at http://www.sec.gov. Additional information is available on Dril-Quip's website, www.dril-quip.com. Item9.01 Financial Statements and Exhibits. (d) Exhibits: 99.1 Press Release, dated August 19, 2024. 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 si

View Full Filing

View this 8-K filing on SEC EDGAR