Item 5.02  Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers;
Compensatory Arrangements of Certain Officers
On September 3, 2021, Ranger Energy Services, Inc. (the "Company") announced
that the board of directors has appointed Stuart Bodden as the President, Chief
Executive Officer ("CEO") and Director, effective September 1, 2021.
Mr. Bodden, 52, has over 20 years of oil field experience in companies
throughout the United States and Southeast Asia. Stuart received his Bachelor of
Science degree from Brown University and his Masters of Business Administration
from The University of Texas, Austin. He was most recently the Chief Executive
Officer for Express Energy Services, where he oversaw four different business
lines in the Permian, Eagle Ford, Haynesville, Marcellus and Utica basins.
In connection with his appointment, Mr. Bodden, entered into an employment
agreement with the Company, effective September 1, 2021, (the "Employment
Agreement"). The Employment Agreement provides for an initial one-year term with
automatic renewals for an additional one-year period unless written notice of
non-renewal is delivered by either party at least 60 days prior to the
expiration of the then-current initial term or renewal term. Under the
Employment Agreement, Mr. Bodden, is entitled to receive an annualized base
salary of $500,000 and eligible to receive a discretionary annual bonus with a
value of up to 100% of his annualized salary. On or within the first ten days of
the Effective Date (as defined in the Employment Agreement), Mr. Bodden, will
receive a one-time award of performance stock units ("PSUs") and restricted
stock awards ("RSAs") under the Ranger Energy Services, Inc. 2017 Long Term
Incentive Plan (as amended from time to time, the "Plan"). The PSUs will have a
target value, as of the applicable grant date, not less than 150% of his
annualized salary, are subject to performance conditions and are eligible to be
earned at the end of a three-year performance period. The RSAs will have a
value, as of the applicable grant date, not less than 100% of his annualized
salary and will vest in three substantially equal installments over a three-year
period. The PSUs and RSAs are subject to Mr. Bodden,'s continued employment
through the applicable vesting date or end of the performance period. In
addition to this one-time award, Mr Bodden will be eligible to receive annual
awards of PSUs and RSAs under the Plan beginning in calendar year 2022. The PSUs
will have a target value, as of the applicable grant date, equal to 150% (75%
for calendar year 2022) of his annualized salary and the RSAs will have a value,
as of the applicable grant date, equal to 100% (50% for calendar year 2022) of
his annualized salary. The PSUs and RSAs will vest in the same manner as the
one-time awards and are subject to Mr. Bodden's continued employment through the
applicable vesting date or end of the performance period. The Employment
Agreement further provides that Mr. Bodden, is eligible to participate in the
Company's standard employee benefits plans and programs.
Pursuant to the Employment Agreement, if Mr. Bodden,'s employment is terminated
without Cause (as defined in the Employment Agreement) or by Mr. Bodden, for
Good Reason (as defined in the Employment Agreement), subject to Mr. Bodden,'s
execution (and non-revocation) of a release of claims in a form acceptable to
the Company, Mr. Bodden, will receive (i) a severance payment equal to twelve
months of his then-current annualized base salary, (ii) a pro-rated annual
bonus, (iii) health insurance reimbursement for 12 months and (iv) acceleration
of any unvested portion of his one-time award of RSAs as described above. If Mr.
Bodden's employment is terminated without Cause or by Mr. Bodden for Good Reason
on or within 12 months following a Change in Control (as defined in the Plan),
then all of his unvested time-based equity awards will be accelerated and all of
his unvested performance-based equity awards will be accelerated based on actual
performance through the termination date.
The Employment Agreement contains certain restrictive covenants applicable to
Mr. Bodden,, including confidentiality, non-competition and non-soliciting
obligations. The non-competition and non-solicitation obligations apply during
the term of employment and generally for a period of 12 months post-termination.
The foregoing description of the Employment Agreement is qualified in its
entirety by reference to the full text of the Employment Agreement, which is
attached as Exhibit 10.2 to this Current Report on Form 8-K and incorporated
into this Item 5.02 by reference.
On September 7, 2021, the Company entered into an indemnification agreement with
Mr. Bodden, (the "Indemnification Agreement") in connection with his role as CEO
of the Company. The Indemnification Agreement requires the Company to indemnify
Mr. Bodden, to the fullest extent permitted under Delaware law against liability
that may arise by reason of his services to the Company, and to advance certain
expenses incurred as a result of any proceeding against him as to which he could
be indemnified. The foregoing description is qualified in its entirety by
reference to the full text of the form Indemnification Agreement, which is
attached as Exhibit 10.2 to this Current Report on Form 8-K and incorporated
into this Item 5.02 by reference.
There are no family relationships between Mr. Bodden, and any director or
executive officer of the Company or any person nominated or chosen by the
Company to become a director or executive officer. There are no arrangements or
understandings between Mr. Bodden, and any other persons pursuant to which he
was selected as CEO.

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Item 7.01  Regulation FD
On September 3, 2021, the Company issued a press release announcing its updated
executive structure. A copy of the press release is attached hereto as Exhibit
99.1 and is incorporated into this Item 7.01 by reference.
The information in this Item 7.01 (including Exhibit 99.1) shall not be deemed
to be "filed" for purposes of Section 18 of the Securities Exchange Act of 1934,
as amended (the "Exchange Act"), or otherwise subject to the liabilities of that
section, and is not incorporated by reference into any filing under the
Securities Act of 1933, as amended, or the Exchange Act.

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Item 9.01  Financial Statements and Exhibits
Exhibits.
    Exhibit No.           Description
              10.1+         Employment Agreement, dated as of September 1,

2021, by and between the


                          Company and Stuart Bodden
              10.2+         Indemnification Agreement, dated as of

September 1, 2021 by and between the


                          Company Stuart Bodden
         99.1               Press Release dated September 3, 2021
          104             Cover Page Interactive Data File (embedded within

the Inline XBRL document)

_________________________

+ Compensatory plan or arrangement




THE INFORMATION FURNISHED UNDER ITEM 7.01 OF THIS CURRENT REPORT, INCLUDING
EXHIBIT 99.1 ATTACHED HERETO, SHALL NOT BE DEEMED "FILED" FOR THE PURPOSES OF
SECTION 18 OF THE SECURITIES AND EXCHANGE ACT OF 1934, NOR SHALL IT BE DEEMED
INCORPORATED BY REFERENCE INTO ANY REGISTRATION STATEMENT OR OTHER FILING
PURSUANT TO THE SECURITIES ACT OF 1933, EXCEPT AS OTHERWISE EXPRESSLY STATED IN
SUCH FILING.

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