10-K 1 este-12312019x10k.htm 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION FORM 10-K For the Fiscal Year Ended December 31, 2019 EARTHSTONE ENERGY, INC. Washington, D.C. 20549 (Mark One) ☑ ☐ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Or TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File No. 001-35049 (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation or organization) 1400 Woodloch Forest Drive, Suite 300 The Woodlands, Texas 77380 84-0592823 (I.R.S. Employer Identification No.) (Address of principal executive offices ) Registrant’s telephone number, including area code: (281) 298-4246 Securities registered pursuant to Section 12(b) of the Act: Securities registered under Section 12(g) of the Act: None Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes  ☐  No  ☑ Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or 15(d) of the Exchange Act. Yes  ☐  No  ☑ Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to the filing requirements for the past 90 days. Yes  ☑  No ☐ Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to post such files). Yes  ☑  No  ☐ Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer”, “accelerated filer”, “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act: Large accelerated filer ☐ Non-accelerated filer ☐ Emerging growth Company ☐ Accelerated filer ☑ Smaller reporting 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. Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes  ☐  No  ☑ The aggregate market value of voting and non-voting common equity held by non-affiliates computed by reference to the price of $6.12 per share at which the common equity was last sold, as of the last business day of the registrant’s most recently completed second fiscal quarter was approximately $133,695,647. As of March 5, 2020, 29,481,440 shares of the registrant’s Class A Common Stock and 35,248,680 shares of Class B Common Stock were outstanding. DOCUMENTS INCORPORATED BY REFERENCE Portions of the Registrant’s Definitive Proxy Statement for its 2020 Annual Meeting of Stockholders (the “Proxy Statement”), are incorporated by reference into Part III of this Annual Report on Form 10-K. Title of each class Trading Symbol Name of each exchange on which registered Class A Common Stock, $0.001 par value per share ESTE New York Stock Exchange (NYSE)