8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 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): May 22, 2026

TETRA Technologies, Inc.

(Exact Name of Registrant as Specified in Charter)

Delaware	1-13455	74-2148293
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)

24955 Interstate 45 North

The Woodlands, Texas 77380

(Address of Principal Executive Offices, and Zip Code)

(281) 367-1983

Registrant’s Telephone Number, Including Area Code

(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 (see General Instruction A.2. below):

☐	Written communication 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)
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☐	Pre-commencement communication pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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☐	Pre-commencement communication pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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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	TTI	New York Stock Exchange
Preferred Share Purchase Right	NA	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 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).
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	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 5.07 Submission of Matters to a Vote of Security Holders.

(a)	The Annual Meeting was held on May 22, 2026.
(b)	The following matters were voted upon by the stockholders of the Company at the Annual Meeting:
	Item 1 – the election of eight members to the Company’s Board of Directors;
	Item 2 – the advisory vote to approve the compensation of the Company’s named executive officers as disclosed in the Proxy Statement;
	Item 3 – ratification of the approval of the appointment of Grant Thornton LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2026; and
	Item 4 – approval of the amendment to the Company’s Tax Benefits Preservation Plan.

The matters listed above are described in detail in the Proxy Statement.

Item 1 - Election of Directors – the nominees listed below were elected directors with the respective votes set forth opposite their names:

	Votes For	Votes Withheld	Broker Non-votes
Thomas R. Bates, Jr.	100,229,609	1,664,544	14,168,346
Christian A. Garcia	101,608,971	285,182	14,168,346
John F. Glick	100,324,738	1,569,415	14,168,346
Angela D. John	100,616,750	1,277,403	14,168,346
Sharon B. McGee	99,865,325	2,028,828	14,168,346
Brady M. Murphy	100,995,678	898,475	14,168,346
Julia A. Sloat	100,991,915	902,238	14,168,346
Shawn D. Williams	101,597,336	296,817	14,168,346

Item 2 – Advisory Vote to Approve the Compensation of Named Executive Officers – the stockholders approved, on a non-binding basis, compensation of the named executive officers as described in the Proxy Statement. The votes were as follows:

Votes For	Votes Against	Votes Abstained	Broker Non-Votes
100,758,443	1,053,739	81,971	14,168,346

Item 3 – Ratification of Auditors – the stockholders approved the appointment of Grant Thornton LLP as the Company’s registered public accounting firm for the fiscal year ending December 31, 2026. The votes were as follows:

Votes For	Votes Against	Votes Abstained
115,797,558	74,408	190,533

Item 4 – Ratification of Amendment No. 1 to the Company’s Tax Benefits Preservation Plan. The votes were as follows:

Votes For	Votes Against	Votes Abstained	Broker Non-Votes
94,361,437	7,490,191	42,525	14,168,346

Item 8.01 Other Events.

Following the Annual Meeting, John F. Glick was reappointed as Chair of the Board. In addition, the committees of the Board were reconstituted as follows:

Audit Committee:

Christian A. Garcia, Chair

Angela D. John

Julia A. Sloat

Shawn D. Williams

Human Capital Management and Compensation Committee:

Thomas R. Bates, Jr., Chair

Sharon B. McGee

Shawn D. Williams

Nominating, Governance and Sustainability Committee:

Sharon B. McGee, Chair

Angela D. John

Julia A. Sloat

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.

TETRA Technologies, Inc.
By:	/s/Brady M. Murphy
	Brady M. Murphy
	President and
	Chief Executive Officer
Date:	May 26, 2026
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