Item 1.01. Entry into a Material Definitive Agreement.

On December 7, 2022, Abraxas Petroleum Corporation (the "Company") agreed to invest $19.5 million in The Lion Fund II, L.P., an investment fund affiliated with Biglari Holdings Inc. and Sardar Biglari, a director of the Company. In connection with this investment, the Company became a party to the Amended and Restated Partnership Agreement of The Lion Fund II, L.P., as amended on June 3, 2015 (the "Partnership Agreement").

The foregoing description is qualified in its entirety by reference to the Partnership Agreement, attached as Exhibit 10.1 hereto and incorporated herein by reference.

Item 5.03. Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.

On December 6, 2022, the Board approved and adopted the Amended and Restated Bylaws (the "Bylaws") of the Company, effective immediately. The Bylaws include amendments to Article I to allow meetings of stockholders to be held solely by means of electronic communication and stockholders to participate by remote communication. The Bylaws also expand Article II, Section 6 to provide additional detail regarding how the Board shall fix the record dates for different types of corporate actions and remove a prior requirement in Article II that a list of stockholders entitled to vote be available for examination before and during each meeting of stockholders. Article II, Section 13 of the Bylaws is updated to clarify the ability of stockholders to act by written consent without a meeting, and Article III, Section 1 has been revised to allow directors to be removed by stockholders with or without cause. The Bylaws also contain revisions to Article VI regarding the Company's indemnification of directors, officers, employees and agents. The Bylaws also include additional technical, conforming, modernizing or clarifying changes.

The foregoing description is qualified in its entirety by reference to the Bylaws, attached as Exhibit 3.1 hereto and incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits.



(d)      Exhibits

Exhibit
Number    Description

3.1         Amended and Restated Bylaws of Abraxas Petroleum Corporation

10.1        Amended and Restated Partnership Agreement of The Lion Fund II, L.P.,
          as amended on June 3, 2015 (incorporated by reference to Exhibit 10.1 to
          the Current Report on Form 8-K filed on June 4, 2015 by Biglari Holdings
          Inc.)

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

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