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    Battalion Oil Corporation filed SEC Form 8-K: Completion of Acquisition or Disposition of Assets, Regulation FD Disclosure, Financial Statements and Exhibits

    3/19/26 5:26:08 PM ET
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    Get the next $BATL alert in real time by email
    Battalion Oil Corp_March 19, 2026
    0001282648false00012826482026-03-192026-03-19

     

     

     

    UNITED STATES

    SECURITIES AND EXCHANGE COMMISSION

    Washington, D.C. 20549

    ​

    FORM 8-K

    CURRENT REPORT

    Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934

     

    Date of Report (Date of earliest event reported): March 19, 2026 

     

    Battalion Oil Corporation

    (Exact name of registrant as specified in its charter)

      

    Delaware

     

    001-35467

     

    20-0700684

    (State or other jurisdiction
    of incorporation)

     

    (Commission File Number)

     

    (IRS Employer
    Identification No.)

    ​

    ​

    820 Gessner Road
    Suite 1100
    Houston, Texas

     

    77024

    (Address of principal executive offices)

     

    (Zip Code)

     

    Registrant’s telephone number, including area code: (832) 538-0300

    ​

    (Former name or former address, if changed since last report)

    ​

    Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

     

    ◻    Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

     

    ◻    Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

     

    ◻    Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

     

    ◻    Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

    ​

    Securities registered pursuant to Section 12(b) of the Act:

     

    Title of each class

     

    Trading Symbol

     

    Name of each exchange on which registered

    Common Stock par value $0.0001

     

    BATL

     

    NYSE American

     

    Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

    Emerging growth 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. ◻
    ​

     

     

     

    ​

    ​

    Item 2.01

    Completion of Acquisition or Disposition of Assets

    On March 19, 2026, Battalion Oil Corporation (the “Company”) closed its previously announced Purchase and Sale Agreement (“PSA”) with RoadRunner Resource Holding LLC (formerly Sundown Energy LP, “Sundown”) to acquire approximately 7,090 net acres in Ward County, Texas. The transaction was completed as an all‑stock deal, with Battalion issuing 485,000 shares of its common stock to Sundown, subject to customary closing adjustments. The acquisition is effective as of March 1, 2026.

    Item 7.01

    Regulation FD Disclosure

    On March 19, 2026, the Company issued a press release to announce closing of the acquisition of Assets described above in Item 2.01. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

    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 

    ​

    Press Release issued March 19, 2026

    104 

    ​

    Cover Page Interactive Data File (embedded within the Inline XBRL document).

    ​

    ​

    2

    SIGNATURE

    Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

     

    BATTALION OIL CORPORATION

     

     

     

     

     

    March 19, 2026

    By:

    /s/ Matthew B. Steele

     

    Name:

    Matthew B. Steele

     

    Title:

    Chief Executive Officer

    ​

    ​

    ​

    3

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