ZION OIL & GAS INC 8-K

What Happened
ZION OIL & GAS Inc. (ZNOG) filed an 8-K reporting that William H. Avery was appointed to the company's Board of Directors, effective January 1, 2026. The Board voted to fill the vacancy on January 12, 2026 after a recommendation from the Nominating and Corporate Governance Committee on December 29, 2025. Mr. Avery previously served in multiple executive roles at the company, including General Counsel (Dec 2012–present) and President (Apr 12, 2019–Apr 2, 2025).

Key Details

• Appointment effective: January 1, 2026; Board vote: January 12, 2026; committee recommendation: December 29, 2025.
• Mr. Avery’s company history: worked on administrative/financial/legal matters (2001–2003); VP Finance & Treasurer (2003–2007); Executive VP, Treasurer and director (2007–2010); General Counsel since Dec 2012; President from Apr 12, 2019 to Apr 2, 2025.
• Governance/term: Mr. Avery will be a Class II director and is up for reelection at the 2028 annual meeting.
• Compensation/status: He will be compensated as a non-independent director and will continue under his existing compensation package as General Counsel with no changes. No arrangements or relationships requiring disclosure under Item 404(a) were reported.

Why It Matters
This is an internal appointment that increases continuity at both the board and executive levels because Mr. Avery is a long-time company executive with finance and legal experience. Investors should note he is classified as a non-independent director, which affects board independence metrics and governance assessments. There are no disclosed changes to his compensation or any special agreements, and no related-party relationships requiring additional disclosure were reported.