CHESAPEAKE ENERGY CORPORATION (NYSE:CHK) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

CHESAPEAKE ENERGY CORPORATION (NYSE:CHK) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

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(e) On December 31, 2018, Chesapeake Energy Corporation (the “Company”) entered into an Amended Employment Agreement (the “Amendment”) with Robert D. (“Doug”) Lawler, President and Chief Executive Officer. The Amendment, extends the term of Mr. Lawler’s existing Employment Agreement, dated as of May 20, 2013 (the “Existing Agreement”), until December 31, 2021. The Amendment is set forth in Exhibit 10.1 to this Current Report on Form 8-K.

On January 1, 2019, the Company entered into new three-year employment agreements with each of its executive vice presidents, including the following four “named executive officers” (as defined in Item 402(a) of Regulation S-K): (1) Domenic J. (“Nick”) Dell’Osso, Jr., Executive Vice President and Chief Financial Officer; (2)James R. Webb, Executive Vice President – General Counsel and Corporate Secretary; (3)Frank J. Patterson, Executive Vice President – Exploration and Production; and (4)M.Jason Pigott, Executive Vice President, Operations – Operations and Technical Services (collectively, the “New Employment Agreements”).

The Amendment and the New Employment Agreements, which were approved by the Compensation Committee as a part of its ongoing comprehensive review of executive compensation matters, are substantially similar to the Company’s previous executive officer employment arrangements and provide for the following minimum annual base salary amounts effective as of January 1, 2019:

Executive Officer

Minimum Annual

Base Salary

Robert D. (“Doug”) Lawler

$ 1,300,000

Domenic J. (“Nick”) Dell’Osso, Jr.

$ 725,000

James R. Webb

$ 625,000

Frank J. Patterson

$ 660,000

M. Jason Pigott

$ 575,000

Information regarding other material terms of the executive employment arrangements, including bonus eligibility, termination payments, non-competition and non-solicitation terms, are hereby incorporated by reference to the disclosure under the caption “Executive Compensation – Employment Agreements” and “- Post-Employment Compensation” in the Company’s definitive proxy statement on Schedule 14A, as filed with the Securities and Exchange Commission on April 7, 2018, and the respective Amendment and New Employment Agreements, which are attached to this Form 8-K as Exhibits 10.1, 10.2, 10.3, 10.4 and 10.5.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No.

Document Description

Amendment to Employment Agreement dated as of December 31, 2018 between Robert D. Lawler and Chesapeake Energy Corporation

Employment Agreement dated as of January 1, 2019 between Domenic J. Dell’Osso, Jr. and Chesapeake Energy Corporation

Employment Agreement dated as of January 1, 2019 between James R. Webb and Chesapeake Energy Corporation

Employment Agreement dated as of January 1, 2019 between Frank J. Patterson and Chesapeake Energy Corporation

Employment Agreement dated as of January 1, 2019 between M. Jason Pigott and Chesapeake Energy Corporation

CHESAPEAKE ENERGY CORP Exhibit
EX-10.1 2 ex1012018-12x31employmenta.htm EXHIBIT 10.1 Exhibit Exhibit 10.1AMENDMENT TO EMPLOYMENT AGREEMENTThis Amendment (the “Amendment”) is executed December 31,…
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About CHESAPEAKE ENERGY CORPORATION (NYSE:CHK)

Chesapeake Energy Corporation (Chesapeake) is a producer of natural gas, oil and natural gas liquids (NGL) in the United States. The Company operates in two segments: Exploration and Production, and Marketing, Gathering and Compression. The exploration and production segment is responsible for finding and producing oil, natural gas and NGL. The marketing, gathering and compression segment is responsible for marketing, gathering and compression of oil, natural gas and NGL. It has positions in resource plays of the Eagle Ford Shale in South Texas; the Utica Shale in Ohio and Pennsylvania; the Anadarko Basin in northwestern Oklahoma and the Texas Panhandle, and the Niobrara Shale in the Powder River Basin in Wyoming. Its natural gas resource plays are the Haynesville/Bossier Shales in northwestern Louisiana and East Texas; the Marcellus Shale in the northern Appalachian Basin in Pennsylvania, and the Barnett Shale in the Fort Worth Basin of north-central Texas.

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