Edgar Filing: KEY ENERGY SERVICES INC

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 14A

Proxy Statement Pursuant to Section 14(a) of the

Securities Exchange Act of 1934

Filed by the Registrant	x
Filed by a Party other than the Registrant	¨
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¨	Preliminary Proxy Statement
¨	Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))
¨	Definitive Proxy Statement
x	Definitive Additional Materials
¨	Soliciting Material Pursuant to §240.14a-12

Key Energy Services, Inc.

(Name of Registrant as Specified In Its Charter)

(Name of Person(s) Filing Proxy Statement, if other than the Registrant)

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KEY ENERGY SERVICES, INC

Important Notice Regarding the Availability of Proxy Materials for

the Annual Meeting of Stockholders to be held on May 1, 2019

The Four Seasons Hotel Houston, 1300 Lamar Street, Houston, Texas 77010

You are receiving this communication because you hold shares in the company named above. This is not a ballot. You cannot use this notice to vote these shares. This communication presents only an overview of the more complete proxy materials that are available to you on the Internet. We encourage you to access and review all of the important information contained in the proxy materials before voting.

The Notice, Proxy Statement and Annual Report are available at www.allianceproxy.com/keyenergy/2019.

If you want to receive a paper or e-mail copy of these documents, you must request one. There is no charge to you for a copy. Please make your request for a copy as instructed below on or before April 23, 2019 to facilitate timely delivery.

Important information regarding the Internet availability of the Company’s proxy materials, instructions for accessing your proxy materials and voting online and instructions for requesting paper or e-mail copies of your proxy materials are provided on the reverse side of this Notice.

STOCKHOLDERS ARE CORDIALLY INVITED TO ATTEND THE ANNUAL MEETING AND VOTE IN PERSON.

Voting Items

The 2019 Annual Meeting of Stockholders of Key Energy Services, Inc. will be held on May 1, 2019 at 8:00 a.m. CDT at The Four Seasons Hotel Houston, 1300 Lamar Street, Houston, Texas 77010 for the following purposes:

	1.	To elect the following nominees as directors of the Company, for a term of one (1) year expiring at the annual
		stockholders’ meeting in 2020:
		Nominees: 01 Robert J. Saltiel 02 Sherman K. Edmiston, III 03 Steven H. Pruett 04 Scott D. Vogel

To approve our 2019 Equity and Cash Incentive Plan.

To ratify the appointment by the Audit Committee of the Board of Directors of Grant Thornton LLP, an independent registered public accounting firm, as the Company’s independent auditors for the fiscal year ending December 31, 2019.

	4.	To approve, on an advisory basis, the compensation of the Company’s named executive officers.
	5.	To approve, on a non-binding advisory basis, the frequency of the Named Executive officer compensation advisory vote.

The Board of Directors unanimously recommends a vote “FOR” PROPOSALS 2, 3 AND 4 and “FOR” THE
FREQUENCY OF “1 YEAR” IN PROPOSAL 5.

The Securities and Exchange Commission rules permit us to make our proxy materials available to our stockholders via the Internet.

Material for this annual meeting and future meetings may be requested by one of the following methods:

To view your proxy materials online, go to www.allianceproxy.com/keyenergy/2019.

Have the 11 digit control number available when you access the website and follow the instructions.

877-777-2857 TOLL FREE

requests@viewproxy.com

* If requesting material by e-mail, please send a blank e-mail with the company name and your 11 digit control number (located below) in the subject line. No other requests, instructions or other inquiries should be included with your e-mail requesting material.

You must use the 11 digit control number located in the box below.

CONTROL NO.

KEY ENERGY SERVICES, INC.

Meeting location: The Four Seasons Hotel Houston, 1300 Lamar Street, Houston, Texas 77010

PROXY MATERIALS AVAILABLE TO VIEW OR RECEIVE

The following proxy materials are available to you for review at:

www.allianceproxy.com/keyenergy/2019

Notice, Proxy Statement and Annual Report

ACCESSING YOUR PROXY MATERIALS ONLINE

Have this notice available when you request a paper copy of the proxy materials

or to vote your proxy electronically.

You must reference your control number to vote by Internet or request

a paper copy of the proxy materials.

You May Vote Your Proxy When You View The Material On The Internet.

You Will Be Asked To Follow The Prompts To Vote Your Shares.

Your electronic vote authorizes the named proxies to vote your shares in the same manner

as if you marked, signed, dated and returned the proxy card.

REQUESTING A PAPER COPY OF THE PROXY MATERIALS

By telephone please call 1-877-777-2857

By logging onto www.allianceproxy.com/keyenergy/2019

By email at: requests@viewproxy.com

Please include the company name and your control number in the e-mail subject line.