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Rompetrol Well Services S.A. Proxy Solicitation & Information Statement 2026

Apr 14, 2026

10160_rns_2026-04-14_fe1883bb-7040-47c2-ac03-0a0f11051ee4.pdf

Proxy Solicitation & Information Statement

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Docusign Envelope ID: B1C3A049-56DA-4E9B-B30F-4C4186BA5D46

rompetrol well services

No. 916/14.04.2026

To: BUCHAREST STOCK EXCHANGE FINANCIAL SUPERVISORY AUTHORITY

Current report according to ASF Regulation no. 5/2018

Report date: 14.04.2026

ROMPETROL WELL SERVICES S.A. PLOIESTI

Registered headquarters: Ploiesti, 2bis Clopotei Street, Prahova County
Phone/fax no.: 0244.544.101/ 0244.522.913
Sole Registration Code: RO 1346607
Registration number with the Trade Registry: J1991000110297
Subscribed and paid up share capital: 27,819,090 lei
Regulated market on which the securities issued by the company are traded: Bucharest Stock Exchange (symbol PTR)

Significant event to report: Supplemented Agenda for the Convening Notice of the Ordinary General Meeting of Shareholders of Rompetrol Well Services S.A. on April 28 (29), 2026 - Resolution adopted by the Board of Directors on April 14, 2026

Analyzing the requests to add of two new points to the agenda of the Ordinary General Meeting of Rompetrol Well Services Shareholders convened on April 28(29), 2026, formulated by KMG International NV, as significant shareholder of Rompetrol Well Services S.A. (owning 73.0110 % of the share capital), the Board of Directors notes, according to the applicable legal and statutory provisions, approved the supplement of the agenda by adding two new items.

The new items on the OGMS agenda are:

  1. Approval of the change of the destination of the reserves constituted from the net profit of the company obtained in the previous years in the amount of RON 12,854,944 and the distribution of this amount as dividends to shareholders, respectively RON 0.046209 gross / share;
  2. Election of the members who will form the new Board of Directors of the Company for a 2-year mandate starting on 01.05.2026, following the expiry on 30.04.2026 of the mandates of the current members of the Board of Directors.

The supporting documents for new items on the agenda may be reviewed at Rompetrol Well Services Correspondence Entry, as well as on the Company's website rompetrolwellservices.com. Section Relations with Investors/Subsection General Meeting of shareholders, starting with April 17th, 2026.

Rompetrol Well Services S.A. Ploiesti

Str. Clopotei nr.2 bis, 100189, Ploiesti, jud. Prahova ROMANIA

fax: + (40) 244 522913 | phone: + (40) 244 544321; + (40) 244 544265 email: [email protected]

www.rompetrol.com

Company with Management System Certified by DNV GL
ISO 9001:2015 ISO 14001:2015 OHSAS 45001:2018
Trade Registry No: J1991000110297
Fiscal Identification No: RO1346607
IBAN RO34BACX0000000030551310
UNICREDIT BANK - PLOIESTI


Bocusign Envelope ID: B1C3A049-56DA-4E9B-B30F-4C4186BA5D46

rompetrol well services

The Supplement to the Convening Notice of the OGMS is to be published in the Official Gazette of Romania Part IV and in at least one widely-spread Romanian newspaper.

Attached: Supplement to the Convening Notice of the OGMS on April 28 (29), 2026

General Manager
Mr. Stefan Georgian Florea

img-0.jpeg

Rompetrol Well Services S.A. Ploiesti
Str. Clopotei nr.2 bis, 100189, Ploiesti, jud. Prahova ROMANIA
fax: + (40) 244 522913 | phone: + (40) 244 544321; + (40) 244 544265 email: [email protected]
www.rompetrol.com

Company with Management System Certified by DNV GL
ISO 9001:2015 ISO 14001:2015 OHSAS 45001:2018
Trade Registry No: J1991000110297
Fiscal Identification No:RO1346607
IBAN RO34BACX0000000030551310
UNICREDIT BANK - PLOIESTI


Docusign Envelope ID: 26A3BEB0-271C-40DE-9567-750731F3445E

S.C. ROMPETROL WELL SERVICES S.A.
SECRETARIAT 929
INTRARE Nr. 3036 Luna 04 Ziua 14

rompetrol well services

SUPPLEMENT TO THE CONVENING NOTICE OF THE ORDINARY GENERAL MEETING OF SHAREHOLDERS ON APRIL 28 (29), 2026

The Board of Directors of Rompetrol Well Services S.A., hereinafter referred to as the "Company", headquartered in Ploiesti, 2Bis Clopotei street, Prahova County, registered with Prahova Trade Register under no. J1991000110297, having the sole registration code 1346607, considering the requests to supplement the agenda of the Ordinary General Meeting of Shareholders (OGMS) on April 28, 2026 made by the shareholder the KMG International NV, registered at Rompetrol Well Services S.A. under no. 908 from April 09, 2026 and no.914 from April 14, 2026, the provisions of art. 105, par. 3 of Law No. 24/2017 on issuers of financial instruments and market operations republished, the provisions of art. 189 of Regulation no. 5/2018 on issuers of financial instruments and market operations of the Financial Supervisory Authority, the provisions of art. $117^{1}$ of Company Law no. 31/1990, the agenda of the Ordinary General Meeting of Shareholders on April 28, 2026, initially published in the Official Gazette – Part IV-a, no. 1848 of March $26^{\text{th}}$, 2026, in “Bursa” daily newspaper no. 56 of March $26^{\text{th}}$, 2026 and on the company’s website (www.rompetrolwellservices.com) starting from March 27, 2026, will be supplemented as follows:

  1. Approval of the change of the destination of the reserves constituted from the net profit of the company obtained in the previous years in the amount of RON 12,854,944 and the distribution of this amount as dividends to shareholders, respectively RON 0.046209 gross / share;
  2. Election of the members who will form the new Board of Directors of the Company for a 2-year mandate starting on 01.05.2026, following the expiry on 30.04.2026 of the mandates of the current members of the Board of Directors.

The above points will be inserted after items 3 and 8 on the agenda as it was published in the Romanian Official Gazette no. 1848 of March $26^{\text{th}}$, 2026 and in the newspaper ‘Bursa’ no. 56 of March $26^{\text{th}}$, 2026. As a result of this amendment, the above mentioned points will be numbered $3^{1}$ and $8^{1}$ on the revised agenda.

Therefore, the agenda of the OGMS is the following:

  1. Approval of the individual annual financial statements concluded on December 31, 2025, prepared according to the International Financial Reporting Standards, based on the Report of administrators and the Report of financial auditor of the Company.
  2. Approval of the Annual Financial Report for the financial year concluded on December 31, 2025, prepared according to the provisions of Article 65 of Law no. 24/2017 on issuers of financial instruments and market operations, republished.
  3. Approval of the allocation of the profits, determined according to the law, as well as the distribution of dividends for 2025 financial year, respective 0.0138836 lei gross value/share.

Rompetrol Well Services S.A.

2 bis Clopotei Street, 100189, Ploiesti, Prahova County, ROMANIA

phone: + (40) 244 544321; fax: + (40) 244 522913; email: [email protected]; www.rompetrol.com

Company with Management System Certified by DNV GL
ISO 9001:2015 ISO 14001:2015 OHSAS 45001:2018

Trade Registry No: J1991000110297
Fiscal Identification No: RO1346607

IBAN RO34BACX0000000030551310
UNICREDIT BANK - PLOIESTI


Docusign Envelope ID: 26A3BEB0-271C-40DE-9567-750731F3445E

rompetrol well services

3¹. Approval of the change of the destination of the reserves constituted from the net profit of the company obtained in the previous years in the amount of RON 12,854,944 and the distribution of this amount as dividends to shareholders, respectively RON 0.046209 gross / share
4. Approval of the discharge of liability of the Company directors for their activity carried out during the financial year 2025, based on the presented reports.
5. Approval of the Income and Expediture Budget for 2026.
6. Approval of the Investment plan for 2026.
7. Approval of the Remuneration Report for the members of the Company's management structure, for 2025. (consultative vote)
8. Election of the members who will form the new Board of Directors of the Company for a 4-year mandate starting on 01.05.2026, following the expiry on 30.04.2026 of the mandates of the current members of the Board of Directors.
8¹. Election of the members who will form the new Board of Directors of the Company for a 2-year mandate starting on 01.05.2026, following the expiry on 30.04.2026 of the mandates of the current members of the Board of Directors.
9. Approval of the appointment of Mr. Dan Alexandru Iancu, financial auditor registered with the Romanian Chamber of Financial Auditors, as an independent member of the Audit Committee, for a term equal to that of the Board of Directors;
10. Approval of the monthly gross remuneration of the members of the Board of Directors for the financial year 2026, and the general limit of the additional remuneration of the Board of Directors members to whom specific positions within the Board of Directors were assigned to.
11. Approval of the amount of the remuneration of the Chairman of the Audit Committee.
12. Approval of: (i) 07.07.2026 as Registration Date, according to art. 87 (1) of the Law no. 24/2017 republished; (ii) 06.07.2026 as the "ex-date", according to art. 2, para. 2, letter l) of Regulation no. 5/2018; (iii) 23.07.2026 as the Payment day according to art. 87 (2) of the Law 24/2017, republished.
13. Empowering Mr. Stefan Georgian Florea, General Manager and member of the Board of Directors, to conclude and/or sign for on behalf of the Company and/or of its shareholders the resolutions which are to be adopted within this OGMS and to carry out any and all requisite proceedings for such adopted resolutions to be registered, rendered enforceable, against third parties and published, the said proxy being entitled to subdelegate third parties to act for such purpose.

The information material for the OGMS, the Resolutions drafts of the OGMS and revised agenda, together with the updated form of Special Power of Attorney and of Postal Ballot paper form of the OGMS may be obtained from the Company's headquarters, on each working days, between 9:00–16:00 and may be downloaded from the Company's website www.rompetrolwellservices.com, Section Relations with Investors/Subsection General Meeting of shareholders, starting with April 17th, 2026.

Chairman of the Board of Directors
Mr. Yedil Utekov

Signed by:
UTEKOV YEDIL
2DBDB454E0ED4A0

Rompetrol Well Services S.A.

2 bis Clopotei Street, 100189, Ploiesti, Prahova County, ROMANIA

phone: + (40) 244 544321; fax.: + (40) 244 522913; email: [email protected]; www.rompetrol.com

Company with Management System Certified by DNV GL
ISO 9001:2015 ISO 14001:2015 OHSAS 45001:2018

Trade Registry No: J1991000110297
Fiscal Identification No: RO1346607

IBAN RO34BACX0000000030551310
UNICREDIT BANK - PLOIESTI