SAExploration Holdings, Inc. (NASDAQ:SAEX) 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.

2018 LTIP Awards

As previously reported in Item 5.02 of its Current Report on Form 8–K filed with the Securities and Exchange Commission on November 29, 2018, SAExploration Holdings, Inc. (the “Company”) established an amended and restated long–term incentive equity plan for employees entitledthe SAExploration Holdings, Inc. Amended and Restated 2018 Long–Term Incentive Plan (the “Amended and Restated 2018 Plan”).

Effective March 29, 2019, (the “Grant Date”), long–term incentive awards for fiscal year 2018 (the “2018 LTIP Awards”) were made under the Amended and Restated 2018 Plan to the Company’s named executive officers as follows:

The 2018 Awards will vest on September 29, 2020 in accordance with the terms of employment agreements with the named executives.A form of the 2018 LTIP Restricted Stock Unit Notice and Agreement is being filed as Exhibit 10.1 hereto and is incorporated herein by reference.

True–Up MIP Awards

Effective as ofthe Grant Date, true–up MIP awards, of restricted stock units (the “True–Up MIP Awards”) were made under the Amended and Restated 2018 Plan to the Company’s named executive officers as follows:

The True–Up MIP Awards vest as follows: (a) one–half on April 12, 2019, (b) one–half on January 29, 2021.Notwithstanding the foregoing, all of an executive’s True–Up MIP awards granted under the 2018 Amended and Restated Plan will vest in full on the earliest to occur of (i) such executive’s attaining the age of 64 years, (ii) a Change of Control, as defined in such executive’s employment agreement, (iii) December 31, 2020, if such executive’s employment agreement is not renewed, and (iv) the termination of such executive’s employment for any reason other than a termination for Cause, as defined in such executive’s employment agreement, or a termination by such executive without Good Reason, as defined in such executive’s employment agreement. A form of the True–Up MIP Award Restricted Stock Unit Notice and Agreement is being filed as Exhibit 10.2 hereto and is incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

SAExploration Holdings, Inc. Exhibit
EX-10.1 2 saex-ex101_6.htm EX-10.1 saex-ex101_6.htm   Exhibit 10.1 SAEXPLORATION HOLDINGS,…
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