8-K

UNITED STATESSECURITIES AND EXCHANGE COMMISSIONWASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Atlas Energy Solutions Inc.

(Exact name of Registrant as Specified in Its Charter)

(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:

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 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On February 8, 2024, the Board of Directors (the “Board”) of Atlas Energy Solutions Inc. (the “Company”) appointed Mike Howard as a Class I director of the Board, to fill an existing vacancy on the Board and to serve as a member of the Nominating and Corporate Governance Committee of the Board, to serve until his successor is elected and qualified or, if earlier, until his death, disability, resignation, disqualification or removal. Mr. Howard was not selected by the Board to serve as a director pursuant to any arrangement or understanding with any person.

Mr. Howard co-founded Howard Midstream Energy Partners, LLC (“HEP”), a diverse, multibillion-dollar energy company operating critical energy infrastructure in four states and Mexico, and has served as Chairman and Chief Executive Officer of HEP since its founding in 2011. Prior to co-founding HEP, Mr. Howard was President of Midstream at Energy Transfer Partners (NYSE: ETP and ETE), a Fortune 100 energy company, where his responsibilities encompassed all aspects of the midstream, transportation and storage segments including business development, engineering, operations, contract administration and compliance matters. In addition to chairing the HEP Board of Directors, Mr. Howard serves on the Board of Directors of Jonah Energy LLC and the Boards of Trustees for the Texas A&M University, Kingsville Foundation, the United Way of Bexar County, and the Witte Museum. Mr. Howard received his Bachelor of Science in chemical engineering from Texas A&M University, Kingsville.

Based upon information requested from and provided by Mr. Howard concerning his background, employment and affiliations, including family relationships, the Board determined that Mr. Howard does not have any relationships that would interfere with the exercise of independent judgment in carrying out the responsibilities of a director and that Mr. Howard is “independent” as that term is defined under the applicable rules and regulations of the U.S. Securities and Exchange Commission and the listing requirements of the New York Stock Exchange. There are no transactions in which Mr. Howard has an interest requiring disclosure under Item 404(a) of Regulation S-K.

In connection with Mr. Howard’s appointment to the Board, the Company is expected to enter into its standard indemnification agreement with Mr. Howard, which will require the Company, under the circumstances and to the extent provided for therein, to indemnify Mr. Howard to the fullest extent permitted under Delaware law against liability that may arise by reason of his service to the Company, and to advance expenses incurred as a result of any proceeding against him as to which he could be indemnified. Mr. Howard is expected to participate in the Company’s standard non-employee director compensation arrangements that are paid on a calendar-year basis pursuant to which non-employee directors receive an annual cash retainer in the amount of $75,000 (paid pro-rata in quarterly installments), an annual restricted stock unit grant with a grant date value equal to $145,000 that vests over a period of one year and annual retainers for certain committee chair service, if applicable.

A copy of the press release containing the announcement of Mr. Howard’s appointment is attached hereto as Exhibit 99.1.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

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.

EX-99.1

Exhibit 99.1

Atlas Energy Solutions Appoints Mike Howard to its Board of Directors

Austin, TX – February 13, 2024 – Atlas Energy Solutions Inc. (NYSE: AESI) (“Atlas” or the “Company”) today announced that the Board of Directors (the “Board”) has appointed Mike Howard to serve as a member of the Board and the Company’s Nominating and Corporate Governance Committee.

Mr. Howard serves as Chairman and CEO of Howard Midstream Energy Partners, LLC (“HEP”), a diverse, multibillion-dollar energy company operating critical energy infrastructure in four states and Mexico. With more than 28 years of midstream energy experience, Mr. Howard has passionately led a purpose driven organization through some of the most challenging times in the oil and gas industry.

“We are pleased to add Mike to the Atlas Board of Directors”, commented Bud Brigham, Founder, Chairman and CEO. “Mike brings valuable perspective and experience across several faucets of the oil and gas industry. We look forward to utilizing his insight and expertise to further Atlas’ success in the years to come.”

Prior to co-founding HEP in 2011, Mr. Howard was President of Midstream at Energy Transfer Partners (NYSE: ETP and ETE), a Fortune 100 energy company, where his responsibilities encompassed all aspects of the midstream, transportation and storage segments including business development, engineering, operations, contract administration, and compliance for both the regulated and non-regulated businesses. In addition to chairing the HEP Board of Directors, Mike serves on the Board of Directors of Jonah Energy LLC and the Boards of Trustees for the Texas A&M University, Kingsville Foundation, the United Way of Bexar County, and the Witte Museum. Mike received his Bachelor of Science in chemical engineering from Texas A&M University, Kingsville.

About Atlas Energy Solutions

Our company was founded in 2017 by long-time E&P operators and led by Bud Brigham. Our experience as E&P operators, combined with our unique asset base and focus on using technology to deliver novel solutions to our customers’ toughest challenges and mission-critical needs differentiates us as the proppant and logistics provider of choice in the Permian Basin.

Atlas is a leader in the proppant and proppant logistics industry and is currently solely focused on serving customers in the Permian Basin of West Texas and New Mexico, the most active oil and natural gas producing regions in North America. Our Kermit, TX and Monahans, TX facilities are strategically located and specifically designed to maximize reliability of supply and product quality, and our high-efficiency trucking assets and the Dune Express conveyor system is driving significant advancements in proppant logistics.

Our core mission is to maximize value for our stockholders by generating strong cash flow and allocating our capital resources efficiently, including providing a regular and durable return of capital to our investors through industry cycles. Further, we recognize that our long-term profitability is maximized by being good stewards of the environments and communities in which we operate. In our pursuit of this mission, we work to improve the processes involved in the development of hydrocarbons, which we believe will ultimately contribute to providing individuals with access to the energy they need to sustain or improve their quality of life in a clean, safe, and efficient manner. We take great pride in contributing positively to the development of the hydrocarbons that power our lives.

Investor Contact

Kyle Turlington

5918 W Courtyard Drive, Suite #500 Austin, Texas 78730 United States T: 512-220-1200 IR@atlas.energy