Jones Energy,Inc. (NYSE:JONE) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

(Executive Vice President — Geosciences and Business Development) and Karen S. Acree (Chief Accounting Officer) under the Amended and Restated Jones Energy,Inc. 2013 Omnibus Incentive Plan. As amended, the Awards will fully vest at target if the officer holding the Awards is terminated by the Company without cause prior to the vesting date with respect to the Awards. The terms and conditions of the Awards otherwise remain unchanged.

A copy of the notice to which the Awards were amended is attached as Exhibit99.2 to this Current Report on Form8-K and is incorporated into this Item 5.02 by reference.

Item 7.01 Regulation FD Disclosure.

Correction

On February5, 2018, the Company filed a Current Report on Form8-K with the Securities and Exchange Commission that contained certain erroneous information relating to the Company’s Net Reserves and SEC PV-10 in the Western Anadarko Basin as of December31, 2016. The bolded and italicized figures in the below table represent the corrected figures.

(1) Eastern Anadarko consists of the Merge.

(2) Western Anadarko consists of the Cleveland, Granite Wash, Tonkawa and Marmaton formations.

(3) Total includes the Eastern Anadarko, the Western Anadarko and our other reserves.

(4) GAAP does not provide a measure of estimated future net cash flows for reserves other than proved reserves or for proved, probable or possible reserves calculated using prices other than SEC prices. SEC PV-10 does not take into account the effect of future taxes, and SEC PV-10 estimates for reserve categories other than proved or for pricing sensitivities uses the relevant reserve volumes and prices, as applicable, but SEC PV-10 is otherwise calculated using the same assumptions as those for, and in a manner consistent with, the calculation of standardized measure. Because SEC PV-10 estimates of probable and possible reserves are more uncertain than PV-10 and standardized measure of proved reserves, but have not been adjusted for risk due to that uncertainty, they may not be comparable with each other. Similarly, SEC PV-10 estimates for price sensitivities are not adjusted for the likelihood that the relevant pricing scenario will occur, and thus they may be subject to the same issues with comparability. Nonetheless, we believe that SEC PV-10 estimates for reserve categories other than proved or for pricing sensitivities present useful information for investors about the future net cash flows of our reserves in the absence of a comparable GAAP measure such as

standardized measure. Because of this, SEC PV-10 can be used within the industry and by creditors and securities analysts to evaluate estimated net cash flows from proved reserves on a more comparable basis. Investors should be cautioned that neither SEC PV-10 nor standardized measure represents an estimate of the fair market value of our proved reserves. In addition, investors should be further cautioned that estimates of SEC PV-10 of probable reserves, as well as the underlying volumetric estimates, are inherently more uncertain of being recovered and realized than comparable measures for proved reserves, and that the uncertainty for possible reserves is even more significant. Further, because estimates of probable and possible reserve volumes and SEC PV-10 have not been adjusted for risk due to this uncertainty of recovery, they should not be summed arithmetically with each other or with comparable estimates for proved reserves. GAAP does not prescribe any corresponding measure for SEC PV-10 of probable reserves and possible reserves or reserves based on other than SEC prices. As a result, it is not practicable for us to reconcile these additional SEC PV-10 measures to GAAP standardized measure.

SEC PV-10, as defined below, is considered a non-GAAP financial measure. SEC PV-10 is derived from the standardized measure of discounted future net cash flows, which is the most directly comparable GAAP financial measure. SEC PV-10 is a computation of the standardized measure of discounted future net cash flows on a pre-tax basis. “SEC PV-10” is equal to the standardized measure of discounted future net cash flows at the applicable date based on SEC pricing, before deducting future income taxes, discounted at 10percent. We believe that the presentation of SEC PV-10 is relevant and useful to investors because it presents the discounted future net cash flows attributable to our estimated net proved reserves prior to taking into account future corporate income taxes, and it is a useful measure for evaluating the relative monetary significance of our oil, NGL and natural gas properties. Further, investors may utilize the measure as a basis for comparison of the relative size and value of our reserves to other companies. We use this measure when assessing the potential return on investment related to our oil, NGL and natural gas properties. SEC PV-10, however, is not equal to, or a substitute for, the standardized measure of discounted future net cash flows. Our SEC PV-10 measure and the standardized measure of discounted future net cash flows do not purport to represent the fair value of our oil and natural gas reserves. The following table provides a reconciliation of the components of the standardized measure of discounted future net cash flows to SEC PV-10 at December31, 2017, 2016 and 2015.

Press Release

On February6, 2018, the Company issued a press release announcing the resignation of Robb L. Voyles from the Board and any committees thereof and the appointment of Paul B. Loyd,Jr., John V. Lovoi and Scott McCarty to the Board and certain committees thereof. A copy of the press release is attached as Exhibit99.1 of this Current Report on Form8-K and is incorporated in this Item 7.01 by reference.

Investor Presentation

Also on February6, 2018, the Company posted a new investor presentation to its website at www.jonesenergy.com.

The information disclosed in this Item 7.01, including Exhibit99.2, is being furnished and shall not be deemed “filed” for purposes of Section18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities under that section, nor shall they be deemed to be incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act except as expressly set forth by specific reference in such filing.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

Jones Energy, Inc. ExhibitEX-99.1 2 a18-5279_3ex99d1.htm EX-99.1 Exhibit 99.1     JONES ENERGY INC. EXPANDS ITS BOARD OF DIRECTORS   Austin,…To view the full exhibit click here
About Jones Energy,Inc. (NYSE:JONE)
Jones Energy, Inc. is an independent oil and gas company engaged in the exploration, development, production and acquisition of oil and natural gas properties. The Company’s assets are located within the Anadarko and Arkoma basins of Texas and Oklahoma. It owns leasehold interests in oil and natural gas producing properties, as well as in undeveloped acreage, located in the Anadarko and Arkoma basins in Texas and Oklahoma. The Company’s oil is generally sold under short-term, extendable and cancellable agreements with unaffiliated purchasers. The Company’s natural gas is sold at delivery points at or near producing wells to natural gas gathering and marketing companies. Its total estimated proved reserves are approximately 101.7 million barrels of oil equivalent (MMBoe). Approximately 25% of its total estimated proved reserves consist of oil, over 32% consist of natural gas liquids (NGLs) and over 43% consist of natural gas. Its properties include over 1,020 gross producing wells.