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

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): ~~December~~January 2624, ~~2018~~2019

ECO-STIM ENERGY SOLUTIONS, INC.

(Exact name of registrant as specified in its charter)

Nevada		36909		20-8203420
(State or other jurisdiction of incorporation or organization)		(Commission File Number)		(I.R.S. Employer Identification No.)

2930 W. Sam Houston Pkwy N., Suite 275 Houston, TX (Address of principal executive offices) 77043 (Zip Code)

2930 W. Sam Houston Pkwy N., Suite 275

Houston, TX

77043

(Address of principal executive offices)

(Zip Code)

281-531-7200
(Registrant’s telephone number, including area code)

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))

[ ] 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))

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 5 2.0201 ~~Departure~~Completion of ~~Directors~~Acquisition or ~~Certain~~Disposition ~~Officers; Election~~ of ~~Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers~~Assets.

As previously disclosed, in September 2018 Eco-Stim Energy Solutions, Inc. (bthe “Company”) elected to suspend its U.S. stimulation operations and significantly reduce its U.S. workforce in alignment with potential near-term opportunities, including pump down and miscellaneous pumping services. Since then, the Company has been actively pursuing the sale of a substantial majority of the equipment, inventory and other operating assets relating to its U.S. operations.

~~Resignation~~On ofJanuary ~~Mr.~~24, ~~Andrew~~2019, ~~Teno.~~the OnCompany ~~December~~completed ~~26,~~the ~~2018,~~disposition ~~Mr.~~of ~~Andrew~~certain ~~Teno~~of ~~resigned~~its asU.S. aequipment ~~member~~to ofan ~~the~~unrelated ~~Board~~third ofparty ~~Directors~~in ~~(the “Board”)~~exchange for approximately $2.8 million of ~~Eco-Stim~~aggregate ~~Energy~~cash ~~Solutions~~proceeds, ~~Inc.~~before ~~(the~~commissions ~~“Company”).~~and Mrselling expenses. ~~Teno~~As ~~served~~previously ondisclosed, the Company ~~Compensation~~also ~~Committee~~completed ~~and~~ the ~~Nominating and~~disposition ~~Governance~~of ~~Committee~~certain of ~~the~~its ~~Board~~U. MrS. ~~Teno’s~~equipment ~~resignation~~and ~~was~~other ~~not~~operating ~~due~~assets to ~~any~~unrelated ~~disagreement~~third ~~with~~parties in several separate transactions during the ~~Company~~fourth onquarter ~~any~~of ~~matter relating~~2018 toin ~~the~~exchange ~~Company’s~~for ~~operations~~aggregate cash proceeds, ~~policies~~before orcommissions and ~~practices~~selling expenses, of approximately $5.7 million.

~~(d)~~The Company is continuing to pursue the sale of a substantial majority of its remaining U.S. assets. However, the market demand for the Company’s U.S. equipment and other operating assets to date has been soft, and there can be no assurance as to the ultimate consummation, timing or amount of proceeds generated from any such future asset sales. The Company intends to use the proceeds from the asset sales described above and from future sales of U.S. operating assets to reduce the Company’s outstanding liabilities and improve its liquidity. If the Company is unable to obtain a sufficient amount of proceeds from asset sales or funds from other sources, it may not be able to satisfy its working capital requirements, indebtedness and other obligations.

~~Appointment~~Cautionary ofStatement ~~Mr.~~Regarding ~~John~~Forward-Looking Hageman. Effective as of December 26, 2018, in connection with the acceptance of the resignation of Mr. Teno and pursuant to the Company’s Second Amended and Restated Bylaws, the Board appointed John Hageman to serve on the Board as a director of the Company, filling the vacancy created by the resignation of Mr. Teno.Statements

~~The~~Certain ~~Stockholder~~statements ~~Rights~~and ~~Agreement~~information ~~between~~in this current report constitute “forward-looking statements” within the ~~Company~~meaning ~~and~~of ~~certain~~the Private Securities Litigation Reform Act of ~~its~~1995. ~~investors~~The ~~provides~~words ~~the~~“believe,” ~~FTP~~“expect,” ~~Investors~~“anticipate,” “plan,” ~~(as~~“intend,” ~~defined~~“foresee,” ~~therein)~~“should,” “would,” “could” ~~the~~“offer ~~contractual~~to” ~~right~~or other similar expressions are intended to ~~nominate~~identify ~~three~~forward-looking ~~members~~statements, ofwhich ~~the~~are ~~Board.~~generally Mrnot historical in nature. ~~Hageman~~All ~~was~~statements, ~~nominated~~other ~~for~~than ~~appointment~~statements toof ~~the~~historical ~~Board~~facts, byincluded ~~the~~in ~~FTP Investors~~this ~~pursuant~~press torelease ~~the~~that ~~Stockholder~~address ~~Rights~~activities, events ~~Agreement~~or todevelopments ~~fill~~that the ~~vacancy~~Company ~~created~~is bypreparing ~~the~~for, ~~resignation~~plans, ofexpects, ~~Mr.~~believes ~~Teno.~~or ~~There~~anticipates ~~are~~will ~~no other~~or ~~understandings~~may oroccur ~~arrangements~~in ~~between~~the Mrfuture are forward-looking statements. ~~Hageman~~Examples ~~and~~of ~~any~~forward-looking ~~other~~statements ~~person~~include, ~~pursuant~~but toare ~~which~~not ~~Mr.~~limited ~~Hageman~~to, ~~was~~future ~~selected~~sales toof ~~serve~~the Company’s asassets aand ~~director~~the use of ~~the~~proceeds ~~Board.~~from Mrany such sales. ~~Hageman~~These isstatements anare ~~employee~~based ~~and~~on acertain ~~part~~assumptions ~~owner~~made ofby ~~The~~the ~~Carnrite~~Company ~~Group~~based on management’s experience, ~~LLC~~expectations and perception of historical trends, ~~which~~current ~~provides~~conditions, ~~business~~anticipated ~~consulting~~future developments ~~services~~and other factors believed to ~~the~~be ~~Company~~appropriate. ~~The~~Forward-looking statements are not guarantees of performance. Although the Company believes ~~has~~the ~~agreed~~expectations toreflected ~~pay~~in ~~The~~its ~~Carnrite~~forward-looking ~~Group,~~statements ~~LLC~~are ~~approximately~~reasonable ~~$110,000~~and toare ~~$140,000~~based ~~per~~on ~~month~~reasonable ~~for~~assumptions, ~~such~~no ~~services.~~assurance ~~Mr.~~can ~~Hageman~~be isgiven ~~actively~~that ~~engaged~~these inassumptions ~~the~~are ~~provision~~accurate or that any of ~~consulting~~these ~~services~~expectations will be achieved (in full or at all) or will prove to ~~the~~have ~~Company~~been bycorrect. ~~The~~Our ~~Carnrite~~forward-looking ~~Group,~~statements ~~LLC~~ involve significant risks and isuncertainties ~~the~~(some ~~primary~~of ~~contact~~which are beyond our control) and ~~project~~assumptions ~~lead~~that ~~with~~could ~~respect~~cause actual results to ~~such~~differ ~~business~~materially ~~consulting~~from ~~services~~our historical experience and our present expectations or projections.

~~Effective~~For asadditional ofinformation ~~December~~regarding ~~26,~~known ~~2018,~~material ~~the~~factors ~~Company~~that ~~with~~could ~~the~~cause ~~approval~~our ofactual ~~its~~results ~~Board~~to ofdiffer ~~Directors,~~materially ~~entered~~from ~~into~~our ~~an indemnification agreement with~~projected ~~Mr.~~results, ~~Hageman~~please ~~(the~~see ~~“D&O~~our ~~Indemnification~~filings ~~Agreement”) in connection~~ with ~~his appointment to serve as a member of~~ the ~~Board.~~ ~~The~~SEC, ~~D&O~~including ~~Indemnification~~our ~~Agreement~~Annual ~~generally~~Report ~~requires~~on ~~the~~Form ~~Company~~10-K, toQuarterly ~~indemnify~~Reports ~~Mr.~~on ~~Hageman~~Form to10-Q ~~the~~and ~~fullest extent permitted~~Current byReports ~~applicable~~on ~~law~~Form ~~against~~8-K. ~~liability~~Investors ~~that~~should ~~may~~carefully ~~arise~~consider bythe ~~reason~~risk offactors ~~his~~included ~~service~~in toour ~~the~~filings, ~~Company~~ and toshould ~~advance~~keep ~~expenses~~in ~~incurred~~mind asthe acautionary ~~result~~statements ofin ~~any~~this ~~proceeding~~press ~~against~~release ~~him~~and ~~as to which he could be indemnified. The D&O Indemnification Agreement is~~ in ~~substantially the~~our ~~form~~filings ~~previously~~with ~~filed as Exhibit 10.1 to~~ the ~~Current Report on Form 8-K filed by the Company on August 18, 2017~~SEC.

~~Item~~Readers are 8cautioned not to place undue reliance on forward-looking statements, which speak only as of the date hereof.01 ~~Other~~The ~~Events~~Company undertakes no obligation to correct or update any forward-looking statement, whether as a result of new information, future events or otherwise, except as required by applicable law.

On December 26, 2018, in connection with Mr. Teno’s resignation from the Board, Eco-Lender, LLC (“Lender”), which is an entity affiliated with Fir Tree Partners that is the holder of that certain Negotiable Demand Promissory note issued by the Company dated June 8, 2018, entered into an agreement with the Company pursuant to which the Lender was provided contractual rights to appoint a non-voting Board observer to attend meetings of the Board and any committee thereof (the “Observer Agreement”). The Observer Agreement names Mr. Teno as Lender’s initial Board observer.

SIGNATURES

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

	ECO-STIM ENERGY SOLUTIONS, INC.
December 27, 2018	By:	/s/ Alexander Nickolatos
January 29, 2019	By:	/s/ Alexander Nickolatos
	Name:	Alexander Nickolatos
	Title:	Interim President and Chief Executive Officer

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