Business Context and Reporting Period
This Form 8-K is a current report filed by STAR GROUP, L.P. on June 19, 2019. The filing discloses a specific corporate governance event regarding executive compensation rather than periodic financial results.
Key Financial Metrics
The filing does not provide revenue, profit, cash flow, margin, debt, or liquidity metrics. The only financial data disclosed relates to executive compensation:
- Base Salary: $316,702 per annum for Jeffrey M. Woosnam (President and CEO of Kestrel Heat).
- Severance (Termination without Cause/Good Reason): One year's salary.
- Change in Control Severance: Two times base annual salary plus two times the average bonus/profit sharing from the preceding three years.
Material Changes
The material change reported is the execution of an employment agreement with Mr. Jeffrey M. Woosnam, effective retroactively to March 18, 2019. This establishes new contractual obligations regarding his compensation and severance benefits.
Guidance, Outlook, and Risks
The filing contains no forward-looking guidance, management commentary on business outlook, or discussion of general business risks. The primary contingency disclosed is the potential financial liability associated with the termination of Mr. Woosnam's employment under specific conditions (termination without cause, good reason, or change in control).
Investor Verification Checklist
- Verify the retroactive effective date of the employment agreement (March 18, 2019) versus the filing date (June 19, 2019).
- Review the definitions of "cause" and "good reason" in the attached Exhibit 10.20 to understand severance triggers.
- Confirm the calculation methodology for the "average bonus and/or profit sharing" used in the change in control provision.
- Check if this agreement supersedes any prior compensation arrangements for Mr. Woosnam.