Business Context and Reporting Period
This Form 8-K Current Report was filed by Amplify Energy Corp. on May 17, 2021. The filing discloses the appointment of a new senior officer and the terms of his employment agreement.
Key Financial Metrics
The filing does not provide financial performance data such as revenue, profit, cash flow, margins, debt, or liquidity. The document focuses exclusively on executive compensation and appointment details.
Material Changes
The primary material change reported is the appointment of Eric Dulany as Vice President and Chief Accounting Officer, effective May 17, 2021. Mr. Dulany brings significant experience from W&T Offshore, Inc., Energy XXI Gulf Coast, Inc., Freeport McMoRan Oil and Gas LLC, and Endeavour International, Inc.
Employment Agreement and Compensation
The Company entered into an employment agreement with Mr. Dulany containing the following key terms:
- Base Salary: $240,000 per year.
- Annual Bonus: Targeted at 50% of the base salary, pro-rated for 2021.
- Equity Grant: Restricted Stock Units (RSUs) with a grant date value equal to 50% of the base salary, to be issued within 90 days.
- Severance (Without Cause/Good Reason):
- Accrued salary, expenses, and benefits.
- Actual full-year bonus and pro-rated bonus for the termination year.
- Lump sum or installment payments equal to 6 months of base salary if terminated within the first year, or 12 months if terminated after the first anniversary.
- Up to 12 months of continued health insurance benefits.
- Restrictive Covenants: Includes a six-month post-employment non-compete, non-solicitation, and non-interference clause, along with confidentiality and non-disparagement provisions.
Investor Verification Checklist
- Verify the actual grant date and number of RSUs issued to Mr. Dulany in the subsequent Form 10-Q for the quarter ending June 30, 2021.
- Review the full text of the Employment Agreement filed as an exhibit to the Form 10-Q for specific definitions of "Cause" and "Good Reason."
- Monitor future filings for any changes to the Company's accounting leadership or internal controls following this appointment.