Item 5.02 Departure of Directors or Principal Officers; Election of Directors;
Appointment of Principal Officers
Departure of Director
On May 8, 2023, Allen Li, a member of the board of directors (the "Board") of
Battalion Oil Corporation (the "Company") and member of the Nominating and
Corporate Governance Committee (the "N&CG Committee"), notified the Board that,
effective as of the date thereof, he was resigning from the Board, including as
a member N&CG Committee. Mr. Li's decision to resign is for professional reasons
and not the result of a disagreement with the Company or any of its subsidiaries
on any matter relating to the Company's operations, policies or practices.
A copy of Mr. Li's resignation letter is furnished as Exhibit 99.1 to this
Current Report on Form 8-K.
Appointment of Director
Effective May 9, 2023, the Board appointed Ajay Jegadeesan as a director of the
Company, filling the vacancy created by Mr. Li's departure, to serve until the
Company's next annual meeting of stockholders or until his earlier resignation
or removal. Concurrent with his appointment to the Board, Mr. Jegadeesan was
also appointed as a member of the N&CG Committee and the Reserves Committee.
Mr. Li, Managing Director with Oaktree Capital recommended his colleague,
Mr. Jegadeesan to replace him on the Board based on his extensive E&P
experience. Based on the recommendation of Mr. Li, the N&CG Committee reviewed
Mr. Jegadeesan's background and experience for consideration and recommended his
appointment to the Board and the Reserves and N&CG Committees. The Board has
determined that Mr. Jegadeesan (a) qualifies as an "independent director" under
the applicable rules of the U.S. Securities and Exchange Commission and the NYSE
American LLC Company Guide; and (b) meets the requirements for service on the
Board pursuant to the Company's Corporate Governance Guidelines, a copy of which
is available under the "Investors-Corporate Governance" page of the Company's
website at www.battalionoil.com. The information on the Company's website does
not constitute a part of this report and is not incorporated herein by
reference.
There are no arrangements or understandings between Mr. Jegadeesan and any other
person pursuant to which Mr. Jegadeesan was appointed to serve as a director of
the Company. There are no transactions in which Mr. Jegadeesan has an interest
that requires disclosure under Item 404(a) of Regulation S-K.
For his service on the Board, Mr. Jegadeesan will be entitled to the same
compensation arrangements as the Company's non-employee directors, as described
in the Company's Amendment to Annual Report on Form 10-K/A filed with the SEC on
April 28, 2023.
Ajay Jegadeesan, age 41, currently works as a Senior Advisor within the Global
Opportunities fund at Oaktree Capital where he is responsible for managing
investments in the energy sector across capital structures. Prior to joining
Oaktree in 2018, Mr. Jegadeesan worked in various engineering, leadership,
exploration, asset development, and operational roles at W.D. Von Gonten & Co.,
a boutique engineering advisory firm, where he led the due diligence and asset
valuations for financial institutions and E&P companies culminating in
deployment of over 20+ billion dollars in capital from 2011-2018; Nutech Energy
Alliance Ltd.; and Schlumberger Technology Corporation. Mr. Jegadeesan holds a
master's degree in chemical engineering from Oklahoma State University and a
master's degree in petroleum engineering from the University of Houston.
Mr. Jegadeesan also currently serves as a director on the boards of Sierra
Energy Holdings, LLC and PureWest Energy, LLC.
Item 9.01 Financial Statements and Exhibits
(d)Exhibits.
The following exhibits are furnished as part of this Current Report on Form 8-K:
Exhibit No. Description
99.1 Resignation Letter of Mr. Allen Li
104 Cover Page Interactive Data File (embedded within the Inline XBRL
document).
2
© Edgar Online, source Glimpses
BATTALION OIL CORPORATION 
