Monitor shareholder vote results on the ratification proposals and plan amendments, as failure could lead to reduced executive compensation and potential retention issues. Watch for any additional governance changes the special committee may recommend.
Price Chart
Executive Summary
RPC Inc. is seeking shareholder approval to ratify previously granted performance stock units (PSUs) to its CEO and Executive Chairman that exceeded the 200,000-share annual limit in its stock incentive plan, and to amend the plan to remove individual annual grant limits for executives. This follows a shareholder demand letter that identified the plan violations.
Key Financial Metrics
Key Facts
- RPC is seeking shareholder approval for three proposals: ratification of CEO's 2025/2026 PSU grants, ratification of Executive Chairman's 2026 PSU grant, and amendments to the 2024 Stock Incentive Plan
- The CEO's 2025 PSU grant (max 125,083 shares) and 2026 PSU grant (max 154,080 shares) exceeded the 200,000-share annual limit when combined with restricted stock grants
- The Executive Chairman's 2026 PSU grant (max 92,400 shares) exceeded the 200,000-share annual limit when combined with restricted stock grants
- The company received a shareholder demand letter on March 20, 2026, identifying these plan violations and prompting the special committee review
- The proposed plan amendments would eliminate individual annual grant limits for all participants except non-employee directors
Financial Impact
The CEO's PSU grants could result in up to 284,083 shares in 2025 and 346,580 shares in 2026 when combined with restricted stock. The Executive Chairman's PSU grant could result in up to 207,900 shares in 2026 when combined with restricted stock.
Risk Factors
- Shareholder rejection of the ratification proposals could reduce executive compensation and create retention challenges
- The special committee's ongoing review may uncover additional governance issues
- The company may face increased scrutiny from investors regarding executive compensation practices
Market Snapshot
Investment Themes
Documents Analyzed
This report is based on 4 SEC documents filed with EDGAR.
| Document | Accession Number |
|---|---|
| DEFA14A Filing (Primary) | 0001104659-26-042253 |
| Document: 0001104659-26-042253-index-headers.html | 0001104659-26-042253 |
| Document: 0001104659-26-042253-index.html | 0001104659-26-042253 |
| Document: 0001104659-26-042253.txt | 0001104659-26-042253 |
Track record builds as more directional reports settle.
Filters
| Type | Now | ||||
|---|---|---|---|---|---|
Jul 30, 2026 12w ago | 8-K | $5.42 $6.25 | ▲ +15.31% | ▲ +12.85% | $6.48 (+19.56%) |
Jul 30, 2026 12w ago | Press Release | $5.42 $6.25 | ▲ +15.31% | ▲ +12.85% | $6.48 (+19.56%) |
Jun 23, 2026 17w ago | 8-K | $5.72 $5.93 | ▲ +3.67% | ▲ +0.83% | $6.48 (+13.29%) |
Jun 11, 2026 19w ago | Institutional Cluster | $7.07 $6.50 | ▼ −8.06% | ▼ −12.46% | $6.48 (−8.35%) |
May 7, 2026 24w ago | 8-K | $7.09 $5.76 | ▲ +18.74% | ▲ +22.57% | $6.48 (+8.58%) |
Apr 28, 2026 25w ago | 8-K | $7.86 $5.61 | ▼ −28.66% | ▼ −32.77% | $6.48 (−17.59%) |
Apr 13, 2026 28w ago | DEFA14A | $6.72 $5.63 | ▼ −16.22% | ▼ −25.15% | $6.48 (−3.57%) |
Mar 18, 2026 31w ago | DEFA14A | $6.96 $7.07 | ▲ +1.60% | ▼ −9.93% | $6.48 (−6.88%) |
US Market Status
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