Form 4: ChampionX Executive Reports Full Conversion of Shares to SLB Stock Following Merger

A recent SEC Form 4 filing reveals that ChampionX Corp's SVP & Chief Digital Officer, Syed Raza, has converted all his ChampionX common stock and restricted stock units into Schlumberger Limited (SLB) common stock and SLB RSU awards, as a result of the previously announced merger.

Summary

• Syed Raza, SVP & Chief Digital Officer of ChampionX Corp, reported a change in beneficial ownership of ChampionX common stock.
• All 88,915 shares of ChampionX common stock previously held by Syed Raza were disposed of, resulting in 0 shares beneficially owned following the reported transaction.
• This disposition occurred pursuant to the Agreement and Plan of Merger dated April 2, 2024, between ChampionX Corp, Schlumberger Limited (SLB), Sodium Holdco, Inc., and Sodium Merger Sub, Inc.
• Under the merger terms, ChampionX became an indirect wholly owned subsidiary of SLB.
• Each outstanding share of ChampionX common stock was cancelled and converted into the right to receive 0.735 shares of SLB common stock.
• Each outstanding restricted stock unit (RSU) of ChampionX was assumed and converted into an SLB RSU Award, with the number of SLB shares subject to the award being the product of the original RSU shares multiplied by the 0.735 exchange ratio, rounded down to the nearest whole share.

Sentiment

Score: 5

Explanation: The document is a neutral, factual report of a compliance transaction resulting from a merger. It does not indicate positive or negative performance, but rather the execution of a pre-determined corporate action.

Positives

• The transaction represents the successful completion of the merger, indicating a smooth transition for ChampionX shareholders into SLB ownership.
• The conversion of ChampionX RSUs to SLB RSU Awards ensures continuity of equity incentives for executives under the new ownership structure.

Negatives

• The reporting person no longer holds direct beneficial ownership in ChampionX Corp, as the company is now a wholly-owned subsidiary of SLB.

Future Outlook

The document primarily reports a past transaction resulting from a merger and does not provide specific forward-looking statements or guidance beyond the mechanics of the share and RSU conversion.

Industry Context

This filing reflects the final stages of the integration of ChampionX Corp into Schlumberger Limited, a significant consolidation event within the oilfield services industry. Such mergers aim to enhance market position, expand service offerings, and achieve synergies, impacting the competitive landscape.

Stakeholder Impact

• Shareholders of ChampionX Corp are impacted by the conversion of their shares into SLB common stock, effectively making them shareholders of Schlumberger Limited.
• Employees holding ChampionX restricted stock units will now hold SLB RSU Awards, maintaining their equity incentives under the new parent company.

Key Dates

Keywords

ChampionX Corp, CHX, Schlumberger Limited, SLB, Merger, SEC Form 4, Beneficial Ownership, Stock Conversion, Restricted Stock Units, Corporate Acquisition