FOOTHILLS EXPLORATION, INC. (OTCMKTS:FTXP) 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 Christopher Jarvis as Executive Vice President
of Finance of Foothills Exploration, Inc. and Vice President of
Risk Management of Foothills Petroleum, Inc.
On March 3, 2017 Foothills Exploration, Inc., (the Company)
announced that it had appointed Christopher Jarvis, a current
member of the board of directors of the Company, as Executive
Vice President of Finance of the Company and Vice President of
Risk Management of Foothills Petroleum, Inc. (FPI), a wholly
owned subsidiary of the Company. This appointment commenced March
1, 2017. A copy of the Companys press release entitled Foothills
Exploration, Inc. Announces Two Additions to Its Senior
Management Team is furnished as Exhibit 99.1 to this Current
Report on Form 8-K.
Mr. Jarvis, age 44, has over 20 years of capital markets and
investments experience covering the equity, commodity, and
fixed-income markets including engineering and executing energy
risk management hedges for large multi-national companies. Mr.
Jarvis was ranked #1 by Bloombergs BARR analyst ranking system.
Mr. Jarvis routinely appears on CNBC, Fox Business News, and
Reuters. He is a contributor to major print media outlets
including Reuters, Bloomberg and the Wall Street Journal as an
oil and gas analyst. Mr. Jarvis earned his B.A. in Arts History
from University of Massachusetts and an M.B.A. from the
University of Connecticut, with a concentration in Finance. Mr.
Jarvis is also Certified Financial Analyst (CFA), Certified
Market Technician (CMT) and a member of the University of
Connecticut Financial Accelerator Advisory Board.
There is no family relationship between Mr. Jarvis and the
Company or FPIs officers and directors. Other than the employment
terms described below, Mr. Jarvis and the Company or FPI have not
entered into any transaction, nor is any transaction proposed,
which would require disclosure to Item 404(a) of Regulation S-K.
Mr. Jarvis will receive an annual salary of $240,000, with annual
increases of 3% per annum, upon successful completion of a 90 day
probationary period. Mr. Jarvis will also be entitled to receive
bonuses that will be based on performance standards which will be
established by the Company. Mr. Jarvis will receive $10,000 as a
signing bonus on the effective date of employment and an option
to purchase 400,000 shares of Companys common stock. The options
will have an exercise price of $2.02 per share, a five year term
and will vest quarterly over 24 month term of employment
commencing with the first quarter following the 90-day
probationary period, but subject to no exercise for 12 months and
subject further to all unvested options being accelerated upon
any change of control event. Mr. Jarvis will also receive a car
allowance in the amount of $800 per month and cell phone
allowance in the amount of $100 per month once the Companys net
total oil and gas production reaches 750 barrels of oil
equivalent per day for at least 90 consecutive days, including
production from all wholly-owned subsidiaries and portion of
production which may be beneficially allocated to the Company
from sister companies in which the Company owns at least 50% in
interest. Upon approval of the Companys Board of Directors, Mr.
Jarvis may become eligible to participate in the Companys equity
incentive plan, should one be established.
Mr. Jarviss employment with the Company is at will and may be
terminated for or without cause. If Mr. Jarvis is terminated
without cause following the 90 day probationary period, he may
receive a pro-rated bonus through the balance of the calendar
year in which termination occurred. Upon acceptance of position
as fulltime executive of the Company and FPI, the Executive
Director Agreement dated between Mr. Jarvis and the Company will
terminate, however Mr. Jarvis will retain restricted stock units
granted to him to the foregoing agreement subject to the vesting
terms described therein. A copy of the Company’s offer letter to
Mr. Jarvis is attached as Exhibit 10.1 to this Current Report on
Form 8-K and incorporated herein by this reference.
Appointment of Kevin J. Sylla as Director and Chief Executive
Officer of Foothills Petroleum, Inc.
On March 3, 2017 the Company announced that it had appointed
Kevin J. Sylla, as Director and Chief Executive Officer of FPI.
Mr. Sylla will also continue serving as manager of the Companys
indirect subsidiaries, Tiger Energy Operating LLC (TEO), Tiger
Energy Partners International LLC (TEPI), and Tiger Energy
Mineral Leasing LLC (TEML). This appointment commenced March 1,
2017. A copy of the Companys press release entitled Foothills
Exploration, Inc. Announces Two Additions to Its Senior
Management Team is furnished as Exhibit 99.1 to this Current
Report on Form 8-K.
Mr. Sylla, age 42, has been serving as Managing Director of Tiger
Energy Operating, LLC and Tiger Energy Partners International,
LLC, both indirect subsidiaries of the Company, for the past five
years. Mr. Sylla played a key advisory role in the successful
combination and integration of TEO, TEPI and TEML assets into the
Companys corporate structure. He has over 10 years of oil and gas
industry experience with extensive knowledge in business
development, mergers and acquisitions, as well as in drilling,
reworking and overseeing the management of oil and gas wells
including field operations. Mr. Sylla is the managing member of
Wilshire Energy Partners, LLC, a principal shareholder of the
Company and has provided consulting services to the Company since
its formation. Mr. Sylla completed the Petroleum Land Management
Program at Texas Christian University and earned his Energy
Finance Management Certification from the University of Denver.
There is no family relationship between Mr. Sylla and the Company
or FPIs officers and directors. Other than the employment terms
described below, Mr. Sylla and the Company or FPI have not
entered into any transaction, nor is any transaction proposed,
which would require disclosure to Item 404(a) of Regulation S-K.
Mr. Sylla will receive an annual salary of $360,000 with annual
increases of 3% per annum upon successful completion of a 90 day
probationary period. Mr. Sylla will also be entitled to receive
bonuses that will be based on performance standards that will be
established by the Company. Mr. Sylla will receive a $10,000
signing bonus on the effective date of employment and an option
to purchase 1.2 million shares of Companys common stock. The
options shall have an exercise price of $2.02 per share, a seven
year term and will vest quarterly over a 36 months term of
employment commencing with the first quarter following the 90-day
probationary period, but subject to no exercise for 12 months and
subject further to all unvested options being accelerated upon
any change of control event. Mr. Sylla will also receive car
allowance in the amount of $800 per month and cell phone
allowance in the amount of $100 per month once the Companys net
total oil and gas production reaches 750 barrels of oil
equivalent per day for at least 90 consecutive days, including
production from all wholly-owned subsidiaries and portion of
production which may be beneficially allocated to the Company
from sister companies in which the Company owns at least fifty
percent 50% in interest. Upon approval of the Companys Board of
Directors, Mr. Sylla may become eligible to participate in the
Companys equity incentive plan, should one be established.
Mr. Syllas employment with the Company is at will and may be
terminated for or without cause. If Mr. Sylla is terminated
without cause following the 90 day probationary period, he may
receive pro-rated bonus through the balance of the calendar year
in which termination occurred. Effective January 28, 2010 Mr.
Sylla, without admitting or denying findings consented to a fine
and to a suspension from association with any FINRA member from
February 16, 2010 through February 15, 2011. This civil matter
arose as a result of a customer loan to an entity partially owned
by Mr. Sylla at a time when that activity was impermissible under
NASD conduct rules then in effect. A copy of the Companys offer
letter to Mr. Sylla is attached as Exhibit 10.2 to this Current
Report on Form8-K and incorporated herein by this reference.
Item 8.01. Other Events.
On March 3, 2017 the Company issued press release announcing the
appointment of Christopher Jarvis as Executive Vice President of
Finance of the Company and Vice President of Risk Management of
FPI and appointment of Kevin J. Sylla as Director and Chief
Executive Officer of FPI. A copy of the press release entitled
Foothills Exploration, Inc. Announces Two Additions to Its Senior
Management Team, is attached as Exhibits99.1 to this Current
Report on Form8-K.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
| Exhibit No. | Description | |
| 10.1 | Offer Letter between registrant and Christopher Jarvis | |
| 10.2 | Offer Letter between registrant and Kevin J. Sylla | |
| 99.1 |
Press Release issued by the registrant on March 3, 2017 entitled Foothills Exploration, Inc. Announces Two Additions to Its Senior Management Team |
About FOOTHILLS EXPLORATION, INC. (OTCMKTS:FTXP)
Foothills Exploration Inc, formerly Key Link Assets Corp., is a shell company. The Company’s business plan is to acquire small and medium grocery stores in non-urban locales that are not directly served by large national supermarket chains. The Company plans to acquire grocery stores that are approximately 15,000 to 20,000 square feet in size. The Company seeks to drive additional customer traffic to its acquired grocery stores and expand their operating margins through the introduction of new products and services to those stores that lack them, including pharmaceutical services, floral departments, gasoline and other automotive products, prepared foods, lottery service and alcoholic beverages. The Company’s stores will sell non-perishable, perishable and non-food products. The products include various categories, such as grocery, frozen and dairy; produce; meat and seafood; bakery; floral; beer, wine and spirits, and health and beauty care. FOOTHILLS EXPLORATION, INC. (OTCMKTS:FTXP) Recent Trading Information
FOOTHILLS EXPLORATION, INC. (OTCMKTS:FTXP) closed its last trading session down -0.03 at 1.75 with 6,764 shares trading hands.