Business Context and Reporting Period
This Form 8-K is a current report filed by Ram Energy Resources, Inc. (not Battalion Oil Corp) on March 25, 2008. The filing discloses significant changes in executive management, specifically the appointment of a new Chief Financial Officer and the resignation of the incumbent.
Key Financial Metrics
This filing does not contain financial performance data such as revenue, profit, cash flow, margins, debt, or liquidity. The document focuses exclusively on executive compensation and personnel changes.
Material Changes
- Appointment of New CFO: G. Les Austin was appointed Senior Vice President, Chief Financial Officer, Secretary, and Treasurer, effective April 1, 2008.
- Resignation of Former CFO: John M. Longmire resigned as Chief Financial Officer effective April 1, 2008, in connection with his planned retirement. He will remain Senior Vice President through July 1, 2008, and serve as a special consultant through year-end.
Compensation and Management Commentary
The filing details the compensatory arrangements for the new CFO, G. Les Austin:
- Base Salary: $250,000 annually.
- Cash Bonus: Not less than $125,000 for 2008, contingent on employment through year-end.
- Equity Award: 100,000 shares of restricted stock under the 2006 Long Term Incentive Plan, vesting ratably over four years.
- Benefits: Includes automobile allowance, group insurance, 401(k) participation, and supplemental life insurance.
- Severance: In the event of a change of control within three years followed by termination without cause within six months, Mr. Austin is entitled to his most recent annual salary plus the average of his three most recent bonuses. If the change of control occurs before year-end 2008, an additional $200,000 is payable.
Investor Verification Checklist
- Verify the correct registrant name is Ram Energy Resources, Inc., as the input metadata referenced "Battalion Oil Corp" which is not present in the filing text.
- Confirm the effective date of the leadership transition is April 1, 2008.
- Review the vesting schedule of the 100,000 restricted stock shares granted to the new CFO.
- Assess the potential financial impact of the change-of-control severance provision ($200,000 additional bonus if triggered before year-end 2008).