Item 5.02
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Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
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On October 30, 2024, the Compensation Committee of the Board of Directors (the "Board") of Flotek Industries, Inc. (the "Company") approved grants of equity awards to each of Dr. Ryan Ezell and J. Bond Clement, the Company's Chief Executive Officer and Chief Financial Officer, respectively. Such equity award grants are comprised of restricted stock units ("RSUs") and performance-based restricted stock units ("PRSUs"), with Dr. Ezell being granted 60,000 RSUs and 60,000 PRSUs and Mr. Clement being granted 30,000 RSUs and 30,000 PRSUs.
The RSUs will vest in three equal annual installments starting on the first anniversary of the date of grant. Half of the PRSUs will vest if, and to the extent, the Company's earnings before interest, taxes, depreciation, and amortization, and certain other adjustments ("AEBITDA") meets or exceeds a certain threshold during the performance period of January 1, 2025 to December 31, 2025 and the other half of the PRSUs will vest, if, and to the extent, the price of the Company's common stock meets a certain threshold on or before December 31, 2025.
The RSU grants were made pursuant to the Company's Form of Restricted Stock Unit Award Grant Notice and Restricted Stock Unit Award Agreement, which is filed as Exhibit 10.1 hereto. The PRSU grants were made pursuant to the Company's Form of Restricted Stock Unit Award Grant Notice and Restricted Stock Unit Award Agreement, which is filed as Exhibit 10.2 hereto. The grants of RSUs and PRSUs were collectively made pursuant to the Company's 2018 Long-Term Incentive Plan, as amended (the "2018 LTIP"), which is filed as Exhibit 10.3 hereto. The above description of the equity award grants is a summary only and is qualified in its entirety by reference to the relevant documents attached hereto and incorporated by reference.