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)

August 4, 2014

APPROACH RESOURCES INC.

(Exact name of registrant as specified in its charter)

(817) 989-9000

(Registrant’s telephone number, including area code)

Not Applicable

(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 (see General Instruction A.2. below):

On August 4, 2014, the Company issued a press release announcing financial and operational results for the three and six months ended June 30, 2014 (the “Earnings Release”). The Earnings Release contains certain non-GAAP financial information. The reconciliation of such non-GAAP financial information to GAAP financial measures is included in the Earnings Release and in the “Investor Relations – Non-GAAP Financials” section of the Company’s website at www.approachresources.com. A copy of the Earnings Release is furnished herewith as Exhibit 99.1.

On August 4, 2014, the Company issued the Earnings Release discussed above in Item 2.02 of this current report on Form 8-K. The Earnings Release contains certain non-GAAP financial information. The reconciliation of such non-GAAP financial information to GAAP financial measures is included in the Earnings Release and in the “Investor Relations – Non-GAAP Financials” section of the Company’s website at www.approachresources.com. A copy of the Earnings Release is furnished herewith as Exhibit 99.1.

On August 4, 2014, the Company posted a new presentation titled “Approach Resources Inc. – Second Quarter 2014 Results” under the “Investor Relations – Presentations” section of the Company’s website, www.approachresources.com. For the benefit of all investors, the presentation is attached hereto as Exhibit 99.2.

(d) Exhibits.

In accordance with General Instruction B.2 of Form 8-K, the information in Items 2.02 and 7.01, including the attached Exhibits 99.1 and 99.2, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference into any registration statement or other filing under the Securities Act of 1933, as amended, or the Exchange Act, except as otherwise expressly stated in such filing.

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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.

Date: August 4, 2014

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EXHIBIT INDEX

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Exhibit 99.1

For Immediate Release

August 4, 2014

Approach Resources Inc.

Reports Second Quarter 2014 Results

Fort Worth, Texas, August 4, 2014 – Approach Resources Inc. (NASDAQ: AREX) today reported results for second quarter 2014. Highlights for second quarter 2014 include:

Adjusted net income and EBITDAX are non-GAAP measures. See “Supplemental Non-GAAP Financial and Other Measures” below for our definitions and reconciliations of adjusted net income and EBITDAX to net income.

Management Comment

J. Ross Craft, Approach’s President and Chief Executive Officer, commented, “In the second quarter of 2014, Approach reported record production, revenue and our sixth consecutive quarter of record EBITDAX. Notably, since the first quarter of 2014, our average daily oil volumes grew by 15%, in line with our expectations, while our average daily gas and NGL volumes grew by 20% and 24%, respectively, exceeding our expectations. As a result, we have increased our production guidance for 2014. In addition, our cash expense metrics declined on a quarter-over-quarter basis. With a strong focus on execution, we are achieving lower costs, improved margins and sharply higher production.”

Second Quarter 2014 Results

Production for second quarter 2014 totaled 1,286 MBoe (14.1 MBoe/d), compared to production of 817 MBoe (9 MBoe/d) in second quarter 2013, a 58% increase. Second quarter 2014 production increased 19%, compared to first quarter 2014 production of 1,067 MBoe (11.9 MBoe/d). Oil production for second quarter 2014 totaled 525 MBbls (5.8 MBbls/d), up 52% from the prior-year period and 15% from first quarter 2014. Production for second quarter 2014 was 70% liquids and 30% natural gas.

Net income for second quarter 2014 was $3.8 million, or $0.10 per diluted share, on revenues of $73.4 million. This compares to a net income for second quarter 2013 of $7.8 million, or $0.20 per diluted share, on revenues of $42.3 million. Second quarter 2014 revenues increased $31.1 million due to an increase in production ($26 million) and an increase in average realized price ($5.1 million). Net income for second quarter 2014 included an unrealized loss on commodity derivatives of $7.7 million and a realized loss on commodity derivatives of $3.3 million.

Excluding the unrealized loss on commodity derivatives and related income taxes, adjusted net income (non-GAAP) for second quarter 2014 was $8.7 million, or $0.22 per diluted share, compared to

$5 million, or $0.13 per diluted share, for second quarter 2013. EBITDAX (non-GAAP) for second quarter 2014 was $50.6 million, or $1.29 per diluted share, compared to $30.7 million, or $0.79 per diluted share, for second quarter 2013. See “Supplemental Non-GAAP Financial and Other Measures” below for our definitions and reconciliations of adjusted net income and EBITDAX to net income.

Our average realized commodity price for second quarter 2014, before the effect of commodity derivatives, was $57.06 per Boe. Our average realized price, including the effect of commodity derivatives, was $54.48 per Boe for second quarter 2014.

Lease operating expense (“LOE”) averaged $6.18 per Boe for second quarter 2014, down 16% from first quarter 2014. Production and ad valorem taxes averaged $3.83 per Boe, or 6.7% of oil, NGL and gas sales. Exploration costs were $1.53 per Boe. Cash general and administrative expense averaged $4.89 per Boe. Depletion, depreciation and amortization expense averaged $22.21 per Boe. Interest expense totaled $5.4 million.

Operations Update

During second quarter 2014, we drilled and completed 16 horizontal wells, including one well targeting the Wolfcamp A, seven wells targeting the Wolfcamp B and eight wells targeting the Wolfcamp C. The average initial 24-hour rate for wells completed since first quarter 2014 was 556 Boe/d (65% oil), excluding one short-lateral well and two wells in the early stages of flowback.

Capital expenditures incurred during second quarter 2014 totaled $92.3 million, and included $85.8 million for drilling and completion activities, $3.8 million for infrastructure projects and equipment and $2.7 million for acreage acquisitions and extensions.

2014 Outlook

We have increased our estimated 2014 production from 4,790 MBoe to 4,950 MBoe. This updated estimate is 70% liquids and includes oil production of 2,050 MBbls to 2,200 MBbls. The guidance is forward-looking information that is subject to a number of risks and uncertainties, many of which are beyond the Company’s control.

Liquidity Update

At June 30, 2014, we had a $1 billion revolving credit facility with a $450 million borrowing base and $46 million of outstanding borrowings. At June 30, 2014, our liquidity and long-term debt-to-capital ratio were approximately $404 million and 29.1%, respectively.

We enter into commodity derivatives positions to manage our exposure to commodity price fluctuations. Please refer to the “Unaudited Commodity Derivatives Information” table below for a detailed summary of our derivatives positions at June 30, 2014.

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Conference Call Information and Summary Presentation

The Company will host a conference call on Tuesday, August 5, 2014, at 9:00 a.m. Central Time (10:00 a.m. Eastern Time) to discuss financial and operational results for second quarter 2014. The conference call may be accessed via the Company’s website at www.approachresources.com or by phone:

A replay of the call will be available on the Company’s website or by dialing (855) 859-2056 (passcode: 71190396).

In addition, a second quarter 2014 summary presentation is available on the Company’s website.

Participation in Upcoming Conference

The Company will participate in EnerCom’s The Oil & Gas Conference® 19. The Company is scheduled to present on Tuesday, August 19, 2014, at 10:55 AM MT. The live presentation will be webcast and will be accessible through the Investor Relations section of the Company’s website at www.approachresources.com. The slide presentation for this event will also be available through the website.

About Approach Resources

Approach Resources Inc. is an independent energy company focused on the exploration, development, production and acquisition of unconventional oil and gas reserves in the Midland Basin of the greater Permian Basin in West Texas. For more information about the Company, please visit www.approachresources.com. Please note that the Company routinely posts important information about the Company under the Investor Relations section of its website.

Forward-Looking and Cautionary Statements

This press release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. All statements, other than statements of historical facts, included in this press release that address activities, events or developments that the Company expects, believes or anticipates will or may occur in the future are forward-looking statements. Without limiting the generality of the foregoing, forward-looking statements contained in this press release specifically include expectations of anticipated financial and operating results. These statements are based on certain assumptions made by the Company based on management’s experience, perception of historical trends and technical analyses, current conditions, anticipated future developments and other factors believed to be appropriate and reasonable by management. When used in this press release, the words “will,” “potential,” “believe,” “estimate,” “intend,” “expect,” “may,” “should,” “anticipate,” “could,” “plan,” “predict,” “project,” “profile,” “model” or their negatives, other similar expressions or the statements that include those words, are intended to identify forward-looking statements, although not all forward-looking statements contain such identifying words. Such statements are subject to a number of assumptions, risks and uncertainties, many of which are beyond the control of the Company, which may cause actual results to differ materially from those implied or expressed by the forward-looking statements. Further information on such assumptions, risks and

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uncertainties is available in the Company’s Securities and Exchange Commission (“SEC”) filings. The Company’s SEC filings are available on the Company’s website at www.approachresources.com. Any forward-looking statement speaks only as of the date on which such statement is made and the 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.

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UNAUDITED RESULTS OF OPERATIONS

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APPROACH RESOURCES INC. AND SUBSIDIARIES

UNAUDITED CONSOLIDATED STATEMENTS OF OPERATIONS

(In thousands, except shares and per-share amounts)

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UNAUDITED SELECTED FINANCIAL DATA

UNAUDITED COMMODITY DERIVATIVES INFORMATION

AS OF JUNE 30, 2014

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Subsequent to June 30, 2014, we entered into two oil collars covering a total of 1,000 Bbls per day for 2015 at a floor price of $90.00/Bbl and a ceiling price of $102.50/Bbl.

Supplemental Non-GAAP Financial and Other Measures

This release contains certain financial measures that are non-GAAP measures. We have provided reconciliations below of the non-GAAP financial measures to the most directly comparable GAAP financial measures and on the Non-GAAP Financials page in the Investor Relations section of our website at www.approachresources.com.

Adjusted Net Income

This release contains the non-GAAP financial measures adjusted net income and adjusted net income per diluted share, which excludes an unrealized loss (gain) on commodity derivatives and related income tax effect. The amounts included in the calculation of adjusted net income and adjusted net income per diluted share below were computed in accordance with GAAP. We believe adjusted net income and adjusted net income per diluted share are useful to investors because they provide readers with a more meaningful measure of our profitability before recording certain items whose timing or amount cannot be reasonably determined. However, these measures are provided in addition to, and not as an alternative for, and should be read in conjunction with, the information contained in our financial statements prepared in accordance with GAAP (including the notes), included in our SEC filings and posted on our website.

The table below provides a reconciliation of adjusted net income and adjusted net income per diluted share to net income for the three and six months ended June 30, 2014 and 2013 (in thousands, except per-share amounts).

EBITDAX

We define EBITDAX as net income, plus (1) exploration expense, (2) depletion, depreciation and amortization expense, (3) share-based compensation expense, (4) unrealized loss (gain) on commodity derivatives, (5) interest expense, net, and (6) income tax provision. EBITDAX is not a measure of net income or cash flow as determined by GAAP. The amounts included in the calculation of EBITDAX were computed in accordance with GAAP. EBITDAX is presented herein and reconciled to the GAAP measure of net income because of its wide acceptance by the investment community as a financial indicator of a company’s ability to internally fund development and exploration activities. This measure is provided in addition to, and not as an alternative for, and should be read in conjunction with, the information contained in our financial statements prepared in accordance with GAAP (including the notes), included in our SEC filings and posted on our website.

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The table below provides a reconciliation of EBITDAX and EBITDAX per diluted share to net income for the three and six months ended June 30, 2014 and 2013 (in thousands, except per-share amounts).

Liquidity

Liquidity is calculated by adding the net funds available under our revolving credit facility and cash and cash equivalents. We use liquidity as an indicator of the Company’s ability to fund development and exploration activities. However, this measurement has limitations. This measurement can vary from year-to-year for the Company and can vary among companies based on what is or is not included in the measurement on a company’s financial statements. This measurement is provided in addition to, and not as an alternative for, and should be read in conjunction with, the information contained in our financial statements prepared in accordance with GAAP (including the notes), included in our SEC filings and posted on our website.

The table below summarizes our liquidity at June 30, 2014 (in thousands).

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Long-Term Debt-to-Capital

Long-term debt-to-capital ratio is calculated by dividing long-term debt (GAAP) by the sum of total stockholders’ equity (GAAP) and long-term debt (GAAP). We use the long-term debt-to-capital ratio as a measurement of our overall financial leverage. However, this ratio has limitations. This ratio can vary from year-to-year for the Company and can vary among companies based on what is or is not included in the ratio on a company’s financial statements. This ratio is provided in addition to, and not as an alternative for, and should be read in conjunction with, the information contained in our financial statements prepared in accordance with GAAP (including the notes), included in our SEC filings and posted on our website.

The table below summarizes our long-term debt-to-capital ratio at June 30, 2014, and December 31, 2013 (in thousands).

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Second Quarter 2014 Results AUGUST 4, 2014 Exhibit 99.2

Second Quarter 2014 Results – August 2014 Forward-looking statements 2 Cautionary statements regarding oil & gas quantities This presentation contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. All statements, other than statements of historical facts, included in this presentation that address activities, events or developments that the Company expects, believes or anticipates will or may occur in the future are forward-looking statements. Without limiting the generality of the foregoing, forward-looking statements contained in this presentation specifically include the expectations of management regarding plans, strategies, objectives, anticipated financial and operating results of the Company, including as to the Company’s Wolfcamp shale resource play, estimated resource potential and recoverability of the oil and gas, estimated reserves and drilling locations, capital expenditures, typical well results and well profiles, type curve, and production and operating expenses guidance included in the presentation. These statements are based on certain assumptions made by the Company based on management's experience and technical analyses, current conditions, anticipated future developments and other factors believed to be appropriate and believed to be reasonable by management. When used in this presentation, the words “will,” “potential,” “believe,” “intend,” “expect,” “may,” “should,” “anticipate,” “could,” “estimate,” “plan,” “predict,” “project,” “target,” “profile,” “model” or their negatives, other similar expressions or the statements that include those words, are intended to identify forward-looking statements, although not all forward-looking statements contain such identifying words. Such statements are subject to a number of assumptions, risks and uncertainties, many of which are beyond the control of the Company, which may cause actual results to differ materially from those implied or expressed by the forward-looking statements. In particular, careful consideration should be given to the cautionary statements and risk factors described in the Company's most recent Annual Report on Form 10-K and Quarterly Reports on Form 10-Q.  Any forward-looking statement speaks only as of the date on which such statement is made and the 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. The Securities and Exchange Commission (“SEC”) permits oil and gas companies, in their filings with the SEC, to disclose only proved, probable and possible reserves that meet the SEC’s definitions for such terms, and price and cost sensitivities for such reserves, and prohibits disclosure of resources that do not constitute such reserves. The Company uses the terms “estimated ultimate recovery” or “EUR,” reserve or resource “potential,” and other descriptions of volumes of reserves potentially recoverable through additional drilling or recovery techniques that the SEC’s rules may prohibit the Company from including in filings with the SEC. These estimates are by their nature more speculative than estimates of proved, probable and possible reserves and accordingly are subject to substantially greater risk of being actually realized by the Company. EUR estimates, identified drilling locations and resource potential estimates have not been risked by the Company.  Actual locations drilled and quantities that may be ultimately recovered from the Company’s interest may differ substantially from the Company’s estimates.  There is no commitment by the Company to drill all of the drilling locations that have been attributed these quantities.  Factors affecting ultimate recovery include the scope of the Company’s ongoing drilling program, which will be directly affected by the availability of capital, drilling and production costs, availability of drilling and completion services and equipment, drilling results, lease expirations, regulatory approval and actual drilling results, as well as geological and mechanical factors  Estimates of unproved reserves, type/decline curves, per well EUR and resource potential may change significantly as development of the Company’s oil and gas assets provides additional data. Type/decline curves, estimated EURs, resource potential, recovery factors and well costs represent Company estimates based on evaluation of petrophysical analysis, core data and well logs, well performance from  limited drilling and recompletion results and seismic data, and have not been reviewed by independent engineers. These are presented as hypothetical recoveries if assumptions and estimates regarding recoverable hydrocarbons, recovery factors and costs prove correct. The Company has very limited production experience with these projects, and accordingly, such estimates may change significantly as results from more wells are evaluated.  Estimates of resource potential and EURs do not constitute reserves, but constitute estimates of contingent resources which the SEC has determined are too speculative to include in SEC filings. Unless otherwise noted, IRR estimates are before taxes and assume NYMEX forward-curve oil and gas pricing and Company-generated EUR and decline curve estimates based on Company drilling and completion cost estimates that do not include land, seismic or G&A costs.

Second Quarter 2014 Results – August 2014 Company overview AREX OVERVIEW ASSET OVERVIEW Enterprise value $1.1 BN High-quality reserve base Permian core operating area 2014 Capital program of $400 MM Notes: Proved reserves and acreage as of 12/31/2013 and 6/30/2014, respectively. All Boe and Mcfe calculations are based on a 6 to 1 conversion ratio. Enterprise value is equal to market capitalization using the closing share price of $21.68 per share on 7/28/2014, plus net debt as of 6/30/2014. See “PV-10 (unaudited)” slide. 3 Running 3 HZ rigs in the Wolfcamp shale play to drill 70 wells during 2014 160,000 gross (138,000 net) acres ~1+ BnBoe gross, unrisked resource potential ~2,000+ Identified HZ drilling locations targeting 115 MMBoe proved reserves $1.1 BN proved PV-10 99% Permian Basin Wolfcamp A/B/C

Second Quarter 2014 Results – August 2014 2Q14 Key highlights 4 2Q14 HIGHLIGHTS • Drilled and completed 16 HZ wells • Maintained best-in-class HZ well costs, while further de-risking stacked wellbore development • Increased 2Q14 production 58% YoY to 14.1 MBoe/d • Delivered another record quarterly EBITDAX • Solid financial position further strengthened by borrowing base increase • Increased production outlook for 2014 to 4,950 MBoe 2Q14  SUMMARY RESULTS Production (MBoe/d) 14.1 % Oil 41% % Total liquids 70% Average realized price ($/Boe) Average realized price, excluding commodity derivatives impact $ 57.06 Average realized price, including commodity derivatives impact 54.48 Costs and expenses ($/Boe) LOE $ 6.18 Production and ad valorem taxes 3.83 Exploration 1.53 General and administrative 5.75 G&A – cash component 4.89 G&A – noncash component 0.86 DD&A 22.21

Second Quarter 2014 Results – August 2014 2Q14 Operating highlights OPERATING HIGHLIGHTS Maximizing Returns • Oil differential of $(4.79)/Bbl • HZ well costs continue to track $5.5 MM per well • LOE of $6.18/Boe, improved 16% QoQ Tracking Development Plan • Drilled 16 HZ wells and completed 16 HZ wells • Wolfcamp A – 1 well, Wolfcamp B – 7 wells and Wolfcamp C – 8 wells • 2Q14 HZ Wolfcamp average IP 556 Boe/d (65% oil) • HZ well results continue to track at or above type curve Delivering Production Growth • Total production 14.1 MBoe/d (up 19% QoQ) • Oil production 5.8 MBbl/d (up 15% QoQ) 5

Second Quarter 2014 Results – August 2014 AREX Wolfcamp activity 6 Note: Acreage as of 6/30/2014. Schleicher Crockett Irion Reagan Sutton NORTH & CENTRAL PANGEA PANGEA WEST • 2Q14 Activity included: Stacked A/C completion Legend • 2Q14 Activity included: Stacked B/C completions in North & Central Pangea • Vertical Producer HZ Producer HZ – Waiting on Completion HZ – Drilling STRATIGRAPHIC UNIT Clearfork/Spraberry Dean Wolfcamp A B C Canyon Strawn Ellenburger

Second Quarter 2014 Results – August 2014 AREX HZ Wolfcamp Well Performance 7 AREX HZ WOLFCAMP (BOE/D) Note: Daily production normalized for operational downtime. Production Data from AREX A Bench Wells (10) 450 MBoe Type Curve Wolfcamp Shale Oil Production Data from AREX B Bench Wells (68) Production Data from AREX C Bench Wells (10)

Second Quarter 2014 Results – August 2014 Production and expense guidance 8 2014 Guidance Production Total (MBoe) 4,950 Oil (MBbls) 2,050 – 2,200 Percent total liquids 70% Operating costs and expenses (per Boe) Lease operating $5.00 - $6.00 Production and ad valorem taxes 7.25% of oil & gas revenues Cash general and administrative $4.50 - $5.00 Exploration $0.50 - $1.00 Depletion, depreciation and amortization $22.00 - $24.00 Capital expenditures (in millions) Approx. $400 Horizontal wells 70

Second Quarter 2014 Results – August 2014 2Q14 Financial highlights FINANCIAL HIGHLIGHTS Significant Cash Flow • Record quarterly EBITDAX (non-GAAP) of $50.6 MM (up 65% YoY), or $1.29 per diluted share (up 63% YoY) • Capital expenditures $92.3 MM ($85.8 MM for D&C) Strong Financial Position • Liquidity of $404 MM at June 30 th • Increased borrowing base to $450 MM in May 2014 Increasing Revenues • Revenues of $73.4 MM (up 74% YoY) • Net income of $3.8 MM, or $0.10 per diluted share • Adjusted net income (non-GAAP) of $8.7 MM, or $0.22 per diluted share Strong Balance Sheet and Liquidity to Develop HZ Wolfcamp Shale Note: See “Adjusted Net Income,” “EBITDAX” and “Strong, Simple Balance Sheet” slides. 9

Second Quarter 2014 Results – August 2014 Strong, simple balance sheet 10 FINANCIAL RESULTS ($MM) As of June 30, 2014 Summary Balance Sheet Cash and Cash Equivalents $0.4 Credit Facility 46.0 Senior Notes 250.0 Total Long-Term Debt $296.0 Shareholders’ Equity 720.8 Total Book Capitalization $1,016.8 Liquidity Borrowing Base $450.0 Cash and Cash Equivalents 0.4 Long-term Debt under Credit Facility (46.0) Undrawn Letters of Credit (0.3) Liquidity $404.1 Key Metrics LTM EBITDAX $166.0 Total Reserves (MMBoe) 114.7 Proved Developed Reserves (MMBoe) 45.2 % Proved Developed 39% % Liquids 69% Credit Statistics Debt / Book Capital 29% Debt / LTM EBITDAX 1.8x LTM EBITDAX / LTM Interest 7.9x Debt / Proved Reserves ($/Boe) $2.58

Second Quarter 2014 Results – August 2014 Current hedge position 11 Commodity & Period Contract Type Volume Contract Price Crude Oil July 2014 – December 2014 Collar 550 Bbls/d $90.00/Bbl - $105.50/Bbl July 2014 – December 2014 Collar 950 Bbls/d $85.05/Bbl - $95.05/Bbl July 2014 – December 2014 Collar 2,000 Bbls/d $89.00/Bbl - $98.85/Bbl July 2014 – March 2015 Collar 1,500 Bbls/d $85.00/Bbl - $95.30/Bbl January 2015 – December 2015 Collar 2,600 Bbls/d $84.00/Bbl - $91.00/Bbl January 2015 – December 2015 Collar 1,000 Bbls/d $90.00/Bbl - $102.50/Bbl Natural Gas Liquids Propane July 2014 – December 2014 Swap 500 Bbls/d $41.16/Bbl Natural Gasoline July 2014 – December 2014 Swap 175 Bbls/d $83.37/Bbl Natural Gas July 2014 – December 2014 Swap 360,000 MMBtu/month $4.18/MMBtu July 2014 – December 2014 Swap 35,000 MMBtu/month $4.29/MMBtu July 2014 – December 2014 Swap 160,000 MMBtu/month $4.40/MMBtu September 2014 – June 2015 Collar 80,000 MMBtu/month $4.00/MMBtu - $4.74/MMBtu January 2015 – December 2015 Swap 200,000 MMBtu/month $4.10/MMBtu January 2015 – December 2015 Collar 130,000 MMBtu/month $4.00/MMBtu - $4.25/MMBtu

Appendix

Second Quarter 2014 Results – August 2014 AREX Wolfcamp shale oil resource play 13 PERMIAN CORE OPERATING AREA Large, primarily contiguous acreage position Oil-rich, multiple pay zones 160,000 gross (138,000 net) acres Low acreage cost ~$500 per acre ~2,000 Identified HZ Wolfcamp locations 2014 OPERATIONS ~ 1BnBoe gross, unrisked HZ Wolfcamp resource potential Plan to drill ~70 HZ wells with 3 rigs Testing “stacked-wellbore” development and optimizing well spacing and completion design Decreasing well costs and increasing efficiencies Field infrastructure systems contributing to lower LOE/Boe and HZ D&C costs Compressing spud-to-sales times Focusing activity around field infrastructure systems Large, primarily contiguous acreage position with oil-rich, multiple pay zones

Second Quarter 2014 Results – August 2014 Efficiency-driven transition to two-bench pad development 14 • Reduces time between spud to first sales • 7 to 8 wells per section • Reduces surface footprint • Reduces rig mobilization costs • Completion optimization from zipper fracs and frac cost savings • 14 to 16 wells per section 2011 – 2013: SINGLE-BENCH DEVELOPMENT CURRENT:  TWO-BENCH DEVELOPMENT TRANSITION FROM SINGLE-BENCH TO TWO-BENCH DEVELOPMENT A B C Map view X-Section view ~1200’ thick Note: Target zones in X-Section view are illustrative. OR 660’ 660’ 660’

Second Quarter 2014 Results – August 2014 AREX HZ Wolfcamp economics 15 Notes: Identified locations based on multi-bench development and 120-acre spacing for HZ Wolfcamp.  No locations assigned to south Project Pangea. HZ Wolfcamp economics assume NYMEX – Henry Hub strip and NGL price based on 40% of WTI. Play Type Horizontal Wolfcamp Avg. EUR (gross) 450 MBoe Targeted Well Cost $5.5 MM Potential Locations ~2,000 Gross Resource Potential ~1 Bn Boe BTAX IRR SENSITIVITIES • Horizontal drilling improves recoveries and returns • Targeting Wolfcamp A / B / C • 7,000’+ lateral length • ~80% of EUR made up of oil and NGLs 0 10 20 30 40 50 60 70 80 350 400 450 500 550 Well EUR (MBoe) $100 / bbl $90 / bbl $80 / bbl $70 / bbl

Second Quarter 2014 Results – August 2014 Infrastructure for large-scale development 16 • Reducing D&C cost • Reducing LOE • Increasing project profit margin • Minimizing truck traffic and surface disturbance Pangea West South Pangea Schleicher Crockett Irion Reagan Sutton 50-Mile Oil Pipeline 100,000 Bbls/d Capacity North & Central Pangea

Second Quarter 2014 Results – August 2014 Key field infrastructure & equipment systems 17 • Safely and securely transport water across Project Pangea and Pangea West • Reduce time and money spent on water hauling and disposal; also reduces truck traffic • Replace rental equipment and contractors with Company-owned and operated equipment and personnel • Reduce money spent on flowback operations • Facilitate large-scale field development • Reduce fresh water use and water costs Water transfer equipment SWD wells Gas lift system and flowback equipment Non-potable water source wells Water recycling systems BENEFITS Infrastructure and equipment systems are key to large-scale field development and to reducing D&C costs and LOE/Boe cost INFRASTRUCTURE • First-mover oil pipeline system in the southern Midland Basin • 50-mile pipeline with 100 MBoe/d throughput capacity • Sold in October 2013 for 6x ROI • Maintain competitive oil transportation fee and firm takeaway Oil pipeline and marketing agreements

Second Quarter 2014 Results – August 2014 Adjusted net income (unaudited) 18 (in thousands, except per-share amounts) Three Months Ended June 30, 2014 2013 Net income $ 3,793 $ 7,787 Adjustments for certain items: Unrealized loss (gain) on commodity derivatives 7,678 (4,290) Related income tax effect (2,780) 1,459 Adjusted net income $ 8,691 $ 4,956 Adjusted net income per diluted share $ 0.22 $ 0.13 The amounts included in the calculation of adjusted net income and adjusted net income per diluted share below were computed in accordance with GAAP.  We believe adjusted net income and adjusted net income per diluted share are useful to investors because they provide readers with a more meaningful measure of our profitability before recording certain items whose timing or amount cannot be reasonably determined.  However, these measures are provided in addition to, and not as an alternative for, and should be read in conjunction with, the information contained in our financial statements prepared in accordance with GAAP (including the notes), included in our SEC filings and posted on our website.  The following table provides a reconciliation of adjusted net income to net income for the three months ended June 30, 2014 and 2013. ADJUSTED NET INCOME (UNAUDITED)

Second Quarter 2014 Results – August 2014 EBITDAX (unaudited) 19 The amounts included in the calculation of EBITDAX were computed in accordance with GAAP. EBITDAX is not a measure of net income or cash flow as determined by GAAP. EBITDAX is presented herein and reconciled to the GAAP measure of net income because of its wide acceptance by the investment community as a financial indicator of a company's ability to internally fund development and exploration activities. This measure is provided in addition to, and not as an alternative for, and should be read in conjunction with, the information contained in our financial statements prepared in accordance with GAAP (including the notes), included in our SEC filings and posted on our website.  The following table provides a reconciliation of EBITDAX to net income for the three months ended June 30, 2014 and 2013. (in thousands, except per-share amounts) Three Months Ended June 30, 2014 2013 Net income $ 3,793 $ 7,787 Exploration 1,966 557 Depletion, depreciation and amortization 28,573 18,482 Share-based compensation 1,107 1,533 Unrealized loss (gain) on commodity derivatives 7,678 (4,290) Interest expense, net 5,357 2,451 Income tax provision 2,153 4,217 EBITDAX $ 50,627 $ 30,737 EBITDAX per diluted share $ 1.29 $ 0.79 EBITDAX (UNAUDITED)

Second Quarter 2014 Results – August 2014 PV-10 (unaudited) 20 (in millions) December 31, 2013 PV-10 $ 1,132 Less income taxes: Undiscounted future income taxes (919) 10% discount factor 463 Future discounted income taxes (456) Standardized measure of discounted future net cash flows $ 676 The present value of our proved reserves, discounted at 10% (“PV-10”), was estimated at $1.1 billion at December 31, 2013, and was calculated based on the first-of-the-month, twelve-month average prices for oil, NGLs and gas, of $97.28 per Bbl of oil, $30.16 per Bbl of NGLs and $3.66 per MMBtu of natural gas.   PV-10 is our estimate of the present value of future net revenues from proved oil and gas reserves after deducting estimated production and ad valorem taxes, future capital costs and operating expenses, but before deducting any estimates of future income taxes. The estimated future net revenues are discounted at an annual rate of 10% to determine their “present value.” We believe PV-10 to be an important measure for evaluating the relative significance of our oil and gas properties and that the presentation of the non-GAAP financial measure of PV-10 provides useful information to investors because it is widely used by professional analysts and investors in evaluating oil and gas companies. Because there are many unique factors that can impact an individual company when estimating the amount of future income taxes to be paid, we believe the use of a pre-tax measure is valuable for evaluating the Company. We believe that  PV-10 is a financial measure routinely used and calculated similarly by other companies in the oil and gas industry. The following table reconciles PV-10 to our standardized measure of discounted future net cash flows, the most directly comparable measure calculated and  presented in accordance with GAAP.  PV-10 should not be considered as an alternative to the standardized measure as computed under GAAP. PV-10 (UNAUDITED)

Contact information SERGEI KRYLOV Executive Vice President & Chief Financial Officer 817.989.9000 ir@approachresources.com www.approachresources.com