Helix Energy Solutions Group, Inc. (NYSE:HLX) 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.
(b) On June 5, 2017, Helix Energy Solutions Group, Inc. (Helix)
announced that effective June 5, 2017, Tony Tripodo has been
appointed to the position of Executive Vice President and Senior
Advisor. As a result, he has resigned as Helixs Executive Vice
President and Chief Financial Officer. In his new role Mr.
Tripodo will be responsible for assisting Owen Kratz, Helixs
President and Chief Executive Officer, in continuing to develop
Helixs long term business and financial strategy. Mr. Tripodo
will continue to remain involved in Helixs financial planning and
in generally assisting with the orderly transition of some of his
former responsibilities as Chief Financial Officer.
announced that effective June 5, 2017, Tony Tripodo has been
appointed to the position of Executive Vice President and Senior
Advisor. As a result, he has resigned as Helixs Executive Vice
President and Chief Financial Officer. In his new role Mr.
Tripodo will be responsible for assisting Owen Kratz, Helixs
President and Chief Executive Officer, in continuing to develop
Helixs long term business and financial strategy. Mr. Tripodo
will continue to remain involved in Helixs financial planning and
in generally assisting with the orderly transition of some of his
former responsibilities as Chief Financial Officer.
(c) On June 5, 2017, Helix announced that effective June 5, 2017,
Erik Staffeldt (age 45), who has served as Helixs Vice President
– Finance and Accounting since July of 2015, was promoted to the
position of Senior Vice President and Chief Financial Officer. He
also was designated as Helixs principal financial officer and
principal accounting officer for purposes of the Securities Act
of 1933, the Securities Exchange Act of 1934 and the rules and
regulations promulgated thereunder. Mr. Staffeldt joined Helix in
July of 2009 as Assistant Corporate Controller. In August of 2011
he was appointed Director – Corporate Accounting, in March of
2013 he was appointed Director of Finance, and from February of
2014 until July of 2015 he served as Finance and Treasury
Director.
Erik Staffeldt (age 45), who has served as Helixs Vice President
– Finance and Accounting since July of 2015, was promoted to the
position of Senior Vice President and Chief Financial Officer. He
also was designated as Helixs principal financial officer and
principal accounting officer for purposes of the Securities Act
of 1933, the Securities Exchange Act of 1934 and the rules and
regulations promulgated thereunder. Mr. Staffeldt joined Helix in
July of 2009 as Assistant Corporate Controller. In August of 2011
he was appointed Director – Corporate Accounting, in March of
2013 he was appointed Director of Finance, and from February of
2014 until July of 2015 he served as Finance and Treasury
Director.
Helix entered into an Employment Agreement (the Employment
Agreement) with Mr. Staffeldt effective as of June 5, 2017. The
form of the Employment Agreement was approved by the Compensation
Committee of Helixs Board of Directors (the Committee). The
Employment Agreement supersedes and replaces a previously
executed Severance Agreement dated August 17, 2015. A copy of the
Employment Agreement is attached hereto as Exhibit 10.1 and is
incorporated herein by reference. The following is a brief
summary of the material terms of the Employment Agreement.
Agreement) with Mr. Staffeldt effective as of June 5, 2017. The
form of the Employment Agreement was approved by the Compensation
Committee of Helixs Board of Directors (the Committee). The
Employment Agreement supersedes and replaces a previously
executed Severance Agreement dated August 17, 2015. A copy of the
Employment Agreement is attached hereto as Exhibit 10.1 and is
incorporated herein by reference. The following is a brief
summary of the material terms of the Employment Agreement.
The Employment Agreement has a two-year term and will
automatically renew for successive two-year terms unless Helix or
Mr. Staffeldt elects to terminate the agreement by giving 90 days
advance notice prior to the end of the current term. Mr.
Staffeldt will receive a base salary of $350,000 per annum
pro-rated for 2017, which has been approved by the Committee.
automatically renew for successive two-year terms unless Helix or
Mr. Staffeldt elects to terminate the agreement by giving 90 days
advance notice prior to the end of the current term. Mr.
Staffeldt will receive a base salary of $350,000 per annum
pro-rated for 2017, which has been approved by the Committee.
In addition, Mr. Staffeldt is entitled to receive such annual
incentive (bonus) compensation as the Board of Directors or the
Committee shall determine, to participate in the Long Term
Incentive Plan of Helix (as such term is defined in the
Employment Agreement), to participate in various employee benefit
plans including Helixs 401(k) plan and to be reimbursed for
out-of-pocket expenses. For 2017, Mr. Staffeldts target bonus
will be prorated such that prior to his being appointed as Senior
Vice President and Chief Financial Officer, his target bonus is
50% of his then base annual salary, and upon his being appointed
as Senior Vice President and Chief Financial Officer, is 70% of
$350,000, which is his base annual salary after being appointed.
incentive (bonus) compensation as the Board of Directors or the
Committee shall determine, to participate in the Long Term
Incentive Plan of Helix (as such term is defined in the
Employment Agreement), to participate in various employee benefit
plans including Helixs 401(k) plan and to be reimbursed for
out-of-pocket expenses. For 2017, Mr. Staffeldts target bonus
will be prorated such that prior to his being appointed as Senior
Vice President and Chief Financial Officer, his target bonus is
50% of his then base annual salary, and upon his being appointed
as Senior Vice President and Chief Financial Officer, is 70% of
$350,000, which is his base annual salary after being appointed.
In the event Mr. Staffeldts employment is terminated without
Cause or he terminates his employment for Good Reason not in
connection with a Change in Control (as such terms are defined in
the Employment Agreement), Helix shall pay Mr. Staffeldt an
amount equal to his base annual salary, any unpaid amount with
respect to his previous years bonus, and his target bonus
opportunity for the year of termination (to be paid at the time
such bonuses are paid to the other participants). In addition, in
the event of such a termination, there shall be an automatic
acceleration of the vesting of any equity-based awards granted to
Mr. Staffeldt that were scheduled to vest by their terms within
12 months of the date of termination.
Cause or he terminates his employment for Good Reason not in
connection with a Change in Control (as such terms are defined in
the Employment Agreement), Helix shall pay Mr. Staffeldt an
amount equal to his base annual salary, any unpaid amount with
respect to his previous years bonus, and his target bonus
opportunity for the year of termination (to be paid at the time
such bonuses are paid to the other participants). In addition, in
the event of such a termination, there shall be an automatic
acceleration of the vesting of any equity-based awards granted to
Mr. Staffeldt that were scheduled to vest by their terms within
12 months of the date of termination.
In the event of a Change in Control and within two years of such
event Mr. Staffeldts employment is terminated by Helix without
Cause or he terminates his employment for Good Reason, Helix
shall pay Mr. Staffeldt an amount equal to two times his base
annual salary and target bonus opportunity, an amount equal to
any unpaid bonus from the previous year, and all equity-based
awards shall vest. In addition, Helix shall pay Mr. Staffeldt an
amount equal to the cost of continuation of group health coverage
under COBRA for 18 months.
event Mr. Staffeldts employment is terminated by Helix without
Cause or he terminates his employment for Good Reason, Helix
shall pay Mr. Staffeldt an amount equal to two times his base
annual salary and target bonus opportunity, an amount equal to
any unpaid bonus from the previous year, and all equity-based
awards shall vest. In addition, Helix shall pay Mr. Staffeldt an
amount equal to the cost of continuation of group health coverage
under COBRA for 18 months.
The Employment Agreement contains a non-compete provision during
the term of Mr. Staffeldts employment and for a period of one
year thereafter. Mr. Staffeldt would also be prohibited from
soliciting customers or clients of Helix with whom he dealt
during his employment and from soliciting employees of Helix for
the one-year period.
the term of Mr. Staffeldts employment and for a period of one
year thereafter. Mr. Staffeldt would also be prohibited from
soliciting customers or clients of Helix with whom he dealt
during his employment and from soliciting employees of Helix for
the one-year period.
Item 7.01. Regulation FD Disclosure.
On June 5, 2017, Helix issued a press release announcing the
appointment of Mr. Staffeldt as Senior Vice President and Chief
Financial Officer and the appointment of Mr. Tripodo as Executive
Vice President and Senior Advisor, both to be effective June 5,
2017. A copy of the press release announcing the foregoing is
attached hereto as Exhibit 99.1 and is incorporated herein by
reference.
appointment of Mr. Staffeldt as Senior Vice President and Chief
Financial Officer and the appointment of Mr. Tripodo as Executive
Vice President and Senior Advisor, both to be effective June 5,
2017. A copy of the press release announcing the foregoing is
attached hereto as Exhibit 99.1 and is incorporated herein by
reference.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
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Number
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Description
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10.1
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Employment Agreement by and between Helix Energy
Solutions Group, Inc. and Erik Staffeldt dated June 5, 2017. |
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99.1
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Press Release of Helix Energy Solutions Group, Inc.
dated June 5, 2017, announcing the appointments of Tony Tripodo and Erik Staffeldt. |
About Helix Energy Solutions Group, Inc. (NYSE:HLX)
Helix Energy Solutions Group, Inc. is an international offshore energy services company. The Company provides services to the offshore energy industry, with a focus on well intervention and robotics operations. The Company operates in three segments: Well Intervention, Robotics and Production Facilities. Its Well Intervention segment includes the Company’s vessels and equipment used to perform well intervention services primarily in the Gulf of Mexico and North Sea regions. Its Robotics segment includes remotely operated vehicles (ROVs), trenchers and ROVDrills designed to complement offshore construction and well intervention services, and operates over four chartered ROV support vessels. Its Production Facilities segment includes the Helix Producer I (the HP I), a floating production vessel, the Helix Fast Response System (the HFRS), and its ownership interest in Independence Hub, LLC (Independence Hub).