EQT CORPORATION (NYSE:EQT) 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.
Appointment of Certain Officers
On July 10, 2019, the Board of Directors (the Board) of EQT Corporation (the Company) appointed Toby Z. Rice as the President and Chief Executive Officer of the Company. Mr. Rice will receive an annual salary of $1.00 for the first 12 months of his employment as President and Chief Executive Officer. The Board will determine the other terms and conditions of Mr. Rices employment at a later date.
Mr. Rice, age 37, has served as a Partner at Rice Investment Group, a multi-strategy fund investing in all verticals of the oil and gas sector (Rice Investment), since May 2018. Prior to that, Mr. Rice served as President, Chief Operating Officer and a member of the Board of Directors of Rice Energy Inc. (Rice Energy) from October 2013 until its acquisition by the Company in November 2017. Mr. Rice had served in a number of positions with Rice Energy, its affiliates and predecessor entities since February 2007, including President and Chief Executive Officer of a predecessor entity from February 2008 through September 2013. Mr. Rice is the brother of Daniel J. Rice IV, a member of the Board.
Also on July 10, 2019, the Board appointed William E. Jordan as the Executive Vice President and General Counsel of the Company. Mr. Jordan, age 39, has served as an advisor to Rice Investment since May 2018. Prior to that, Mr. Jordan served as the Senior Vice President, General Counsel and Corporate Secretary of Rice Energy from February 2015 until November 2017 and as the Vice President, General Counsel and Corporate Secretary of Rice Energy from January 2014 until February 2015. Mr. Jordan also served as the Senior Vice President, General Counsel and Corporate Secretary of Rice Midstream Partners LP until November 2017. From September 2005 through December 2013, Mr. Jordan practiced corporate law at Vinson & Elkins L.L.P., representing public and private companies in capital markets offerings and mergers and acquisitions, primarily in the oil and natural gas industry. He is a graduate of Davidson College with a BA in Mathematics and a graduate of the Duke University School of Law with a JD degree.
Departure of Certain Officers
On July 10, 2019, in connection with the appointment of Mr. Rice as the Companys President and Chief Executive Officer, the Board took action to terminate the employment of Robert McNally as the President and Chief Executive Officer of the Company. Also on July 10, 2019, in connection with the appointment of Mr. Jordan as the Companys Executive Vice President and General Counsel, the Board took action to terminate the employment of Jonathan Lushko as the General Counsel and Senior Vice President, Government Affairs of the Company.
As previously disclosed, including in Exhibits 10.13(a)-(b) and 10.17 to the Companys Annual Report on Form 10-K filed on February 14, 2019, both Mr. McNally and Mr. Lushko are party to Confidentiality, Non-Solicitation and Non-Competition Agreements (the Restrictive Covenant Agreements) that provide Messrs. McNally and Lushko with the opportunity to receive certain payments and benefits following a termination of employment by the Company. Subject to Messrs. McNallys and Lushkos satisfaction of the terms and conditions contained within the Restrictive Covenant Agreements, including their continued compliance with restrictive covenants in favor of the Company and their execution of a release of claims in a form acceptable to the Company, Messrs. McNally and Lushko will receive the severance payments, equity acceleration and benefits set forth in the Restrictive Covenant Agreements in the event of a termination by the Company without Cause (as defined therein).
2019 Long-Term Incentive Plan
At the Companys 2019 annual meeting of shareholders held on July 10, 2019 (the Annual Meeting), shareholders of the Company approved the Companys 2019 Long-Term Incentive Plan (the 2019 LTIP). The 2019 LTIP is a long-term incentive plan to which awards may be granted to employees, including executive officers, and non-employee directors of the Company and its affiliates, including options, stock appreciation rights, restricted stock, restricted stock units, performance awards, and other awards. The 2019 LTIP