Bonanza Creek Energy,Inc. (NYSE:BCEI) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

ME Staff 8-k

7 years ago

Bonanza Creek Energy,Inc. (NYSE:BCEI) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain OfficersItem 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On May16, 2018, Bonanza Creek Energy,Inc., a Delaware corporation (the “Company”), granted restricted stock units of the Company (“RSU” or “RSUs”) and performance-based restricted stock units of the Company (“PSU” or “PSUs”) to certain named executive officers listed below (the “NEOs”). These awards were approved by the Compensation Committee of the Board of Directors (the “Board”) of the Company and were issued under agreements, also approved by the Compensation Committee, to which participants in the Company’s 2017 Long Term Incentive Plan (the “Plan”) may be granted awards of PSUs and RSUs. The form of RSU award agreement (the “Executive RSU Agreement”) for RSU Awards granted to executive management of the Company from time to time under the Plan is included as Exhibit10.1 hereto and the form of PSU award agreement (the “Executive PSU Agreement”) is included as Exhibit10.2 hereto. Each RSU granted in accordance with the Executive RSU Agreement and each PSU granted in accordance with the Executive PSU Agreement represents the contingent right to receive one share of common stock, $0.001 par value per share, of the Company (“Common Stock”).

The following table sets forth the RSU Awards granted to the NEOs:

Name	NumberofRSUs	NumberofPSUsassuming Targetperformance
Eric T. Greager President and Chief Executive Officer	15,016	20,691
Scott A. Fenoglio Senior Vice President and Planning	6,205	8,550
Cyrus “Skip” Marter Senior Vice President, General Counsel and Secretary	9,651	13,300
Dean Tinsley Senior Vice President, Operations	8,273	11,400

The RSU Awards are time vested and will vest on an equal quarterly basis over a three-year period with the first vesting date on May16, 2019.

Under the Executive PSU Agreement, PSUs will be payable in shares of Common Stock based upon the achievement by the Company over a three-year period (the “Performance Period”) of performance criteria established by the Board.A certain percentage of the number of shares of Common Stock that may be issued to a Performance Award will be determined based on the Company’s total shareholder return (“TSR”) as compared to its peers during the Performance Period (the “TSR PSUs”). An executive may earn anywhere between 0% and 200% of the TSR PSUs based on the Company’s TSR measured against the Company’s peer group, subject to potential downward adjustments tied to the Company’s absolute TSR during the Performance Period. The remaining number of shares of Common Stock that may be issued to a Performance Award will be determined based on the Company’s average annual return on capital employed (“ROCE”) over the Performance Period (the “ROCE PSUs”). An executive may earn anywhere between 0% and 200% of the ROCE PSUs based on the Company’s ROCE.

Unless otherwise determined by the Board or the Compensation Committee of the Board, each recipient will forfeit his or her Performance Units if the recipient’s employment with the Company terminates during the Performance Period for any reason other than for death, disability, termination by the Company without cause or termination by the NEO for good reason.If employment is terminated during the Performance Period due to death, disability, termination by the Company without cause or termination by the NEO for good reason, the NEO is entitled to receive a pro rata portion of his Performance Units based on the number of PSUs granted that would be paid out at the target performance level multiplied by a fraction, the numerator of which is the number of days of the Performance Period the NEO remained an employee with the Company and the denominator of which is the number of days in the Performance Period. In the event of a change of control event of the Company during the Performance Period where either (a)the award is continued, assumed, or substituted with substantially equivalent terms and the grantee is subsequently termination covered under the Company’s Fifth Amended and Restated

Bonanza Creek Energy, Inc. ExhibitEX-10.1 2 a18-14029_1ex10d1.htm EX-10.1 Exhibit 10.1 RESTRICTED STOCK UNIT AGREEMENT THIS RESTRICTED STOCK UNIT AGREEMENT (this Agreement) is entered into as of the Grant Date (as defined below),…To view the full exhibit click here
About Bonanza Creek Energy,Inc. (NYSE:BCEI)
Bonanza Creek Energy, Inc. (Bonanza Creek) is an independent energy company engaged in the acquisition, exploration, development and production of onshore oil and associated liquids-rich natural gas in the United States. The Company’s oil and liquids-weighted assets are concentrated primarily in the Wattenberg Field in Colorado and the Dorcheat Macedonia Field in southern Arkansas. In addition, the Company owns and operates oil-producing assets in the North Park Basin in Colorado and the McKamie Patton Field in southern Arkansas. The main areas in which the Company operates in the Rocky Mountain region are the Wattenberg Field in Weld County, Colorado and the North Park Basin in Jackson County, Colorado. Its Wattenberg Field operations are in the oil and liquids-weighted extension area of the Wattenberg Field targeting the Niobrara and Codell formations. In southern Arkansas, it targets the oil-rich Cotton Valley sands in the Dorcheat Macedonia and McKamie Patton Fields.