Form 4: ChampionX Director Converts Shares to Schlumberger Stock Following Merger

ChampionX Corp. Director Gary Luquette's shares were converted into Schlumberger Limited common stock as part of the previously announced merger, resulting in zero beneficial ownership of ChampionX shares.

Summary

• Gary Luquette, a Director of ChampionX Corp. (CHX), reported changes in his beneficial ownership of ChampionX common stock.
• On July 16, 2025, Mr. Luquette acquired 2,771 shares of ChampionX common stock at a price of $0, as contemplated by the Issuer's Amended and Restated 2018 Equity and Cash Incentive Plan and the Merger Agreement.
• Concurrently, on July 16, 2025, Mr. Luquette disposed of 36,696 shares of ChampionX common stock at a price of $0.
• These transactions occurred pursuant to the Agreement and Plan of Merger dated April 2, 2024, where ChampionX Corp. merged with and into Sodium Merger Sub, Inc., resulting in ChampionX becoming an indirect wholly owned subsidiary of Schlumberger Limited (SLB).
• Each outstanding share of ChampionX common stock was cancelled and converted into the right to receive 0.735 shares of SLB common stock, with cash in lieu of fractional shares.
• Each deferred stock unit (DSU) of ChampionX was also converted into SLB common stock based on the 0.735 exchange ratio.
• Following these transactions, Mr. Luquette's beneficial ownership of ChampionX common stock is 0 shares.

Sentiment

Score: 5

Explanation: The document is a factual report of an insider transaction resulting from a pre-announced merger. It is neutral in sentiment as it simply details the mechanics of the share conversion rather than providing new performance or strategic information.

Positives

• The conversion of ChampionX shares into Schlumberger Limited (SLB) common stock provides former ChampionX shareholders with ownership in a larger, more diversified global energy technology company.
• The transaction completes the previously announced merger, providing clarity on the future structure for ChampionX shareholders.

Negatives

• ChampionX common stock is cancelled, meaning shareholders no longer directly own shares in ChampionX Corp. as an independent entity.

Future Outlook

The document primarily reports a completed transaction related to a merger and does not provide forward-looking statements or guidance beyond the immediate effect of the merger on share ownership.

Industry Context

This transaction is a direct consequence of the merger between ChampionX Corp., a provider of chemistry solutions and artificial lift technologies for the oil and gas industry, and Schlumberger Limited, a leading global technology company in the energy industry. The merger consolidates assets and capabilities within the oilfield services sector, potentially enhancing Schlumberger's market position and offerings.

Related Party Transactions

• The reported share conversion is a direct result of the Agreement and Plan of Merger between ChampionX Corp. and Schlumberger Limited, which upon completion, makes ChampionX an indirect wholly owned subsidiary of SLB. This constitutes a significant transaction between entities that become related parties.

Stakeholder Impact

• Shareholders of ChampionX Corp. are directly impacted as their ChampionX common stock is converted into Schlumberger Limited common stock, changing their investment vehicle and the company they hold shares in.
• Employees of ChampionX Corp. may experience changes in corporate structure and reporting lines as the company integrates into Schlumberger Limited.

Key Dates

Keywords

ChampionX Corp, CHX, Schlumberger Limited, SLB, Merger, Form 4, Insider Transaction, Stock Conversion, Equity Incentive Plan, Deferred Stock Unit, Oilfield Services