Business Context and Reporting Period
This Form 8-K is a current report filed by Halcón Resources Corporation (not Battalion Oil Corp) on June 10, 2019. The filing discloses the appointment of a new Chief Executive Officer effective June 11, 2019.
Key Financial Metrics
The filing text does not provide revenue, profit, cash flow, margins, debt, or liquidity metrics. This report focuses exclusively on executive compensation and appointment details.
Material Changes
The primary material change is the appointment of Richard H. Little as Chief Executive Officer. Mr. Little brings over 23 years of energy industry experience, including previous roles as CEO of Ajax Resources, LLC and operations management at EP Energy Company.
Compensation, Outlook, and Risks
Compensation Arrangements:
- Base Salary: $625,000 annually.
- Target Bonus: 100% of annual base salary (pro-rated for 2019).
- Long-Term Incentive: Cash-based award equal to 350% of pro-rated 2019 base salary, vesting in equal annual installments over three years.
- Contract Term: Initial three-year term with automatic one-year renewals unless notice is given 90 days prior to expiration.
Severance Provisions:
- Standard Termination (Without Cause/Good Reason): 100% of base salary and target bonus, $36,000 for health benefits, pro-rated bonus if terminated in the last six months of the fiscal year, and full vesting of time-based long-term incentives.
- Change of Control Termination: If termination occurs within six months prior to or 18 months following a change of control, the lump-sum payment increases to 200% of base salary and annual bonus.
Risks and Contingencies: All severance payments (except accrued salary) are contingent upon the execution of a waiver and release agreement. The filing states there are no reportable related party transactions or family relationships with other directors or officers.
Investor Verification Checklist
- Verify the effective date of the CEO transition (June 11, 2019).
- Confirm the total potential cash compensation value for 2019 including pro-rated salary, bonus, and long-term incentives.
- Review the specific conditions triggering the 200% severance multiplier in a change of control scenario.
- Check subsequent filings for any updates to the executive team or changes in the compensation structure.