UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): ~~June~~July 330, 2025

COMSTOCK RESOURCES, INC.

(Exact name of Registrant as Specified in Its Charter)


Nevada	001-03262	94-1667468
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)

5300 Town and Country Blvd. Suite 500
Frisco, Texas		75034
(Address of Principal Executive Offices)		(Zip Code)

     Registrant’s Telephone Number, Including Area Code: (972) 668-8800

    

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:


☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	TradingSymbol(s)	Name of each exchange on which registered
Common Stock, par value $0.50 (per share)	CRK	New York Stock Exchange
Common Stock, par value $0.50 (per share)	CRK	New York Stock Exchange Texas
	CRK	New York Stock Exchange Texas

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 52.02 DepartureResults of DirectorsOperations orand CertainFinancial Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain OfficersCondition.

On July 30, 2025, Comstock Resources, Inc. (e"Comstock" or the "Company") ~~Compensatory~~announced ~~Arrangements~~financial ~~with~~results ~~Certain~~for ~~Officers~~the quarter ended June 30, 2025. A copy of the press release announcing Comstock's earnings and operating results for this period and other matters is attached hereto as Exhibit 99.1.

The ~~Board~~earnings ofpress ~~Directors~~release ~~(the~~contains ~~"Board")~~financial ofmeasures ~~Comstock~~that ~~Resources,~~are ~~Inc.~~not ~~(the~~in ~~"Company")~~accordance ~~previously~~with ~~approved~~generally anaccepted ~~amendment~~accounting ~~(the~~principles ~~"Amendment")~~in to the ~~Comstock~~United ~~Resources,~~States ~~Inc. 2019 Long-term Incentive Plan~~ (~~the~~ "~~2019 Plan~~GAAP"),. ~~subject~~Comstock tohas ~~approval~~provided byreconciliations ~~the~~within ~~Company's stockholders, to (1) increase~~ the ~~number~~earnings ofrelease ~~shares~~ of the ~~Company's~~non-GAAP ~~common~~financial ~~stock~~measures ~~available~~to ~~for issuance under~~ the ~~2019~~most ~~Plan~~directly bycomparable ~~10,000,000~~GAAP ~~shares,~~financial ~~(2)~~measures. ~~extend~~The ~~the~~non-GAAP ~~term~~financial ofmeasures ~~the~~should ~~2019~~be ~~Plan~~considered ~~through~~in ~~April~~addition 6to, ~~2035,~~but ~~and~~not ~~(3) provide that all of the Company's employees and contract employees,~~ as ~~well~~a assubstitute ~~the Company’s non-employee directors~~for, ~~would~~measures ~~be eligible for awards under the 2019 Plan. At the Company's 2025 annual meeting~~ of ~~stockholders,~~financial ~~held~~performance onprepared ~~June~~in 3,accordance ~~2025~~with ~~(the~~GAAP ~~"Annual~~that ~~Meeting"),~~are ~~the~~presented ~~Company's~~in ~~stockholders approved~~ the ~~foregoing~~earnings ~~Amendment to the 2019 Plan~~release.

The ~~descriptions~~information ~~and~~in ~~summary~~this ofForm 8-K and the ~~Amendments~~Exhibit ~~contained~~attached ~~herein~~hereto ~~and~~shall innot ~~the~~be ~~Company's~~deemed ~~Definitive~~"filed" ~~Proxy~~for ~~Statement~~purposes onof ~~Schedule14A~~Section ~~filed~~18 ~~with~~of the Securities ~~and~~ Exchange ~~Commission~~Act onof ~~April 22~~1934, ~~2025,~~ as amended on(the ~~April~~"Exchange ~~24,~~Act") ~~2025~~or otherwise subject to the liability of that section, ~~are~~and ~~qualified~~shall innot ~~their~~be ~~entirety~~incorporated by reference toin any filing under the ~~full~~Securities ~~text~~Act of ~~the~~1933, ~~2019~~as ~~Plan~~amended, ~~which~~or isthe ~~filed~~Exchange asAct, ~~Exhibit~~except ~~10.1~~as ~~hereto~~shall ~~and~~be ~~incorporated~~expressly ~~herein~~set forth by specific reference in such filing.

Item 59.0701 SubmissionFinancial ofStatements Mattersand to a Vote of Security HoldersExhibits.

The Company held its Annual Meeting on June 3, 2025. The following proposals were submitted to the holders of the Company's common stock for a vote:


Exhibit No.	Description
99.1	Press Release dated July 30, 2025
104	Cover Page Interactive Data File (embedded within the Inline XBRL document).

~~Proposal 1. The re-election of five nominees to the Board;~~SIGNATURES

~~Proposal~~Pursuant 2.to ~~The~~the ~~approval~~requirements of ~~amendments~~the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the ~~2019~~undersigned ~~Plan;~~hereunto ~~and~~duly authorized.

Proposal 3. The ratification of the appointment of Ernst & Young LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2025.


			COMSTOCK RESOURCES, INC.

Date:	July 30, 2025	By:	/s/ ROLAND O. BURNS
			Roland O. Burns President and Chief Financial Officer

As of the close of business on the record date, April 7, 2025, there were a total of 292,917,808 shares of the Company's common stock issued and outstanding and entitled to vote at the Annual Meeting. There were 276,144,309 shares of the Company's common stock present at the Annual Meeting or represented by proxy, or approximately 94% of the Company's voting capital stock, representing a quorum.

The results of such votes were as follows:

Proposal 1. The following votes were cast in the election of the five nominees to the Board of Directors:

Name of Nominee	Number of Votes Voted For		Number of Votes Withheld		BrokerNon-Votes		Total
M. Jay Allison		264,605,791		1,278,460		10,260,058		276,144,309
Roland O. Burns		263,817,915		2,066,336		10,260,058		276,144,309
Elizabeth B. Davis		263,770,106		2,114,145		10,260,058		276,144,309
Morris E. Foster		261,961,350		3,922,901		10,260,058		276,144,309
Jim L. Turner		252,108,597		13,775,654		10,260,058		276,144,309

Based on the vote results set forth above, each of the director nominees was duly elected to hold office for a one-year term and until their respective successors are duly elected and qualified.

Proposal 2. The following votes were cast in the approval of the Amendment to the 2019 Plan:

Number of Votes Voted For				Number of Votes Voted Against				Number of Votes Abstaining				BrokerNon-Votes				Total
	260,585,045				5,014,299				284,907				10,260,058				276,144,309

Based on the vote results set forth above, the Amendment to the 2019 Plan was approved.

Proposal 3. The following votes were cast in the ratification of the appointment of Ernst & Young LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2025:

Number of Votes Voted For				Number of Votes Voted Against				Number of Votes Abstaining				Total
	273,320,295				2,703,596				120,418				276,144,309

Based on the vote results set forth above, the appointment of Ernst & Young LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2025 was duly ratified.

Item 9.01 Financial Statements and Exhibits

(b) Exhibits

Exhibit No.	Description
10.1	Comstock Resources, Inc. 2019 Long-term Incentive Plan Amended and Restated as of April 7, 2025

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

			COMSTOCK RESOURCES, INC.
Date:	June 3, 2025	By:	/s/ ROLAND O. BURNS
			Roland O. BurnsPresident and Chief Financial Officer

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