UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
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| Item 5.02. | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
On December 9, 2025, the Board of Directors (the “Board”) of Drilling Tools International Corporation (the “Company”) appointed Mr. Wayne Prejean, the Company’s President and Chief Executive Officer and a director on the Company’s Board, to serve as the Company’s interim Chairman of the Board, effective immediately. Mr. Prejean’s appointment follows the passing of Mr. Thomas Hicks, who had served as Chairman of the Board until his passing on December 6, 2025. The Board and the Company extend their deepest condolences to Mr. Hick’s family, friends, and colleagues and are grateful for his leadership and service to the Company.
Mr. Prejean will continue to serve in his current roles as President and Chief Executive Officer and will serve as interim Chairman of the Board until the Board appoints a permanent Chairman or until his earlier resignation or removal. The Board may consider internal and external candidates in connection with the appointment of a permanent Chairman.
There are no arrangements or understandings between Mr. Prejean and any other person pursuant to which he was appointed as interim Chairman. Mr. Prejean has no family relationships with any director or executive officer of the Company, and there are no transactions in which Mr. Prejean has an interest requiring disclosure under Item 404(a) of Regulation S-K. The Board has not approve any changes to Mr. Prejean’s compensation in connection with his appointment as Chairman at this time. Any changes to compensation, if approved, will be disclosed in a subsequent filing as required.
Mr. Prejean, age 64, has served as President and Chief Executive Officer and as a director of the Company since 2013. With over 45 years of industry experience, Mr. Prejean began his career in 1979 working in field operations in the Gulf of Mexico. From 1979 thru 1999, he was employed by numerous firms that specialized in directional drilling and medium radius horizontal drilling technology, including Scientific Drilling, BecField Horizontal, Drilling Measurements Inc, Drilex Services and Baker Hughes Inteq. Within these companies, he served in various roles in field operations, operations management, sales, and executive management responsible for domestic and international business locations. In 1999, Mr. Prejean founded Wildcat Services, a provider of specialty automatic drilling equipment for drilling rigs. In five years, the company grew from a local 50-rig supplier to over 500 systems deployed in 20 countries around the world – and was sold to National Oilwell Varco (now NOV, Inc.; NYSE: NOV) in 2004. Mr. Prejean was employed in leadership and advisory roles with the Wildcat /NOV organization through 2012. In addition to founding Wildcat Services, he co-founded several other oilfield services companies that were focused on solids control, downhole tool development, MWD products, and precision metal cutting and machining. He also serves as the president, manager and sole member of RobJon, L.L.C and as general partner of RobJon Holdings, LP, a holding company for investments from previous business interests.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
| Drilling Tools International Corporation | ||||||
| Date: December 9, 2025 | By: | /s/ David R. Johnson | ||||
| David R. Johnson | ||||||
| Chief Financial Officer | ||||||
| (Principal Financial and Accounting Officer) | ||||||