BATTALION OIL CORP 8-K

What Happened
Battalion Oil Corporation announced that on March 30, 2026 it issued 1,800,000 shares of its common stock to Luminus Energy Partners Master Fund, Ltd. The shares were issued upon conversion of 7,803 shares of the Company’s Series A-2 Redeemable Convertible Preferred Stock, using a conversion price of $6.21 per share and including adjustments for any Unpaid Dividend Accrual described in the Company’s charter.

Key Details

• Date of issuance: March 30, 2026.
• Shares issued: 1,800,000 shares of common stock.
• Conversion basis: 7,803 shares of Series A-2 Preferred converted; conversion price used was $6.21 per share with adjustments for Unpaid Dividend Accrual.
• Purchaser / recipient: Luminus Energy Partners Master Fund, Ltd.; Series A-2 Preferred was originally issued under a Purchase Agreement dated December 15, 2023.
• Corporate approvals & exemption: The Series A-2 transaction was approved by the board after a special committee review; the common shares were issued in reliance on the Section 4(a)(2) exemption from registration under the Securities Act.

Why It Matters
This filing shows an equity issuance resulting from conversion of preferred stock into common shares, increasing the company’s outstanding common stock and potentially affecting share count and ownership percentages. Investors should note the conversion terms, the parties involved (including a holder that was among the Series A-2 purchasers), and that the issuance was completed under a registration exemption rather than a public offering.