EX-10.2





 Exhibit 10.2 

SECOND AMENDMENT TO STOCKHOLDERS AGREEMENT 

OF 
 SUPERIOR ENERGY
SERVICES, INC. 
 THIS SECOND AMENDMENT TO STOCKHOLDERS AGREEMENT, dated as of May 31, 2021 (this
“Amendment”), to that certain Stockholders Agreement, dated as of February 2, 2021 (as amended by the First Amendment thereto, the “Stockholders Agreement”), by and among Superior Energy Services,
Inc., a Delaware corporation (the “Company”), and the Stockholders (as defined therein), is made by and among the Company and the Stockholders party hereto but binding and effective against all Stockholders in accordance with
the terms of the Stockholders Agreement. Capitalized terms used but not defined herein shall have the meanings assigned to them in the Stockholders Agreement. 

RECITALS 
 WHEREAS, the
Company and the Stockholders desire to amend the Stockholders Agreement; 
 WHEREAS, pursuant to Section 6.06 of
the Stockholders Agreement, no amendment or modification of the Stockholders Agreement is valid unless executed in writing by the Company and the Stockholders (together with their Related Persons) holding at least a majority of the Aggregate Common
Stock; 
 WHEREAS, the undersigned Stockholders constitute Stockholders (together with their Related Persons) holding at least a majority of
the Aggregate Common Stock; and 
 WHEREAS, this Amendment does not adversely affect any Stockholder in a manner disproportionate to the
manner in which it affects other Stockholders. 
 NOW, THEREFORE, the Stockholders Agreement is amended as hereinafter set forth: 

 

	1.	 AMENDMENT TO STOCKHOLDERS AGREEMENT. 



Section 5.01 shall be amended by adding subsection (c) as follows: 

(c)    Notwithstanding anything to the contrary in Section 5.1 (a), the unaudited consolidated quarterly financial
statements for the quarter ended March 31, 2021 (“Q1 10-Q”) shall be provided by the Company to each Stockholder no later than July 15, 2021, and the Company will hold a quarterly
“earnings call” with all stockholders of the Corporation as promptly as reasonably practicable after the distribution of the Q1 10-Q. 

 

	2.	 MISCELLANEOUS PROVISIONS. 



(a)    Ratification. Except as expressly modified or amended by this Amendment, all of the provisions of the
Stockholders Agreement shall remain unmodified and in full force and effect. 
 (b)    Entire Agreement. This
Amendment, the Stockholders Agreement, the other Organizational Documents, the Plan of Reorganization and any other documents expressly referred 












 
to herein, in the Stockholders Agreement or in the Plan of Reorganization embody the complete agreement and understanding among the Parties and supersede and preempt any prior understandings,
agreements or representations by or among the Parties, written or oral, which may have related to the subject matter hereof in any way. 

(c)    Severability. Whenever possible, each provision of this Amendment will be interpreted in such manner as to
be effective and valid under applicable Law, but if any provision of this Amendment is held to be invalid, illegal or unenforceable in any respect under any applicable Law or rule in any jurisdiction, such invalidity, illegality or unenforceability
will not affect any other provision or the effectiveness or validity of any provision in any other jurisdiction, and this Amendment will be reformed, construed and enforced in such jurisdiction as if such invalid, illegal or unenforceable provision
had never been contained herein. 
 (d)    Governing Law. This Amendment and any claim, controversy or dispute
arising under or related to this Amendment shall be governed by, and construed in accordance with, the laws of the State of Delaware, without regard to the conflicts of laws rules of such state. 

(e)    Delivery by Electronic Transmission. This Amendment and any signed agreement or instrument entered into in
connection with this Amendment or contemplated hereby, and any amendments hereto or thereto, to the extent signed and delivered by means of an electronic transmission, including by a facsimile machine or via email, shall be treated in all manner and
respects as an original agreement or instrument and shall be considered to have the same binding legal effect as if it were the original signed version thereof delivered in person. No Party to any such agreement or instrument shall raise the use of
electronic transmission by a facsimile machine or via email to deliver a signature or the fact that any signature or agreement or instrument was transmitted or communicated through such electronic transmission as a defense to the formation of a
contract and each such Party forever waives any such defense. 
 (f)    Further Action. The Parties shall execute
and deliver all documents, provide all information and take or refrain from taking such actions as may be necessary or appropriate to achieve the purposes of this Amendment. 

[SIGNATURE PAGES FOLLOW] 

  
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 IN WITNESS WHEREOF, the undersigned have executed this Amendment as of the date first above
written. 
  

			
	 COMPANY:
  

Superior Energy Services, Inc.

		
	By:	 	/s/ Michael Y. McGovern
	Name:	 	Michael Y. McGovern
	Title:	 	Chairman


  

	
	GOLDENTREE STOCKHOLDERS:
	
	[*redacted*]
	


  

	
	MONARCH STOCKHOLDERS:
	
	[*redacted*]
	


  

	
	ASCRIBE STOCKHOLDERS:
	
	[*redacted*]
	


 [Signature Page to First Amendment to Stockholders Agreement]