VERTEX ENERGY, INC. (NASDAQ:VTNR) 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.
| Item 5.02 (e) |
Compensatory Arrangements of Certain Officers |
On June 9, 2017, the Compensation Committee of the Board of
Directors of Vertex Energy, Inc. (the Company, we
and us), approved an increase in total base salary for
fiscal 2016 (retroactive to January 1, 2016) and 2017 and
targeted bonus compensation for fiscal 2017, for Benjamin P.
Cowart, our Chief Executive Officer and President (Mr. Cowarts
total base salary increased to $335,000 for fiscal 2016 and 2017
(with accrued amounts subject to the Quarterly Payment
Requirements (defined below)) and Mr. Cowarts 2017 targeted bonus
increased to $200,000) and Chris Carlson, our Chief Financial
Officer and Secretary (Mr. Carlsons total base salary increased
to $218,500 for fiscal 2016 and 2017 (with accrued amounts
subject to the Quarterly Payment Requirements (defined below))
and Mr. Carlsons 2017 targeted bonus increased to $123,500). The
Compensation Committee also approved an increase in total base
salary for fiscal 2017 to up to $247,500 for John Strickland, our
Chief Operating Officer, subject to Mr. Strickland meeting
certain requirements set forth by the Compensation Committee,
which increase in salary will go into effect automatically upon
Mr. Strickland meeting such requirements. The Compensation
Committee also approved targeted bonus compensation for fiscal
2017 for Mr. Strickland of $153,450.
The increase in base salary for Mr. Cowart and Mr. Carlson,
effective January 1, 2016, the total amount of 2016 and 2017
increased base salary, from January 1, 2016 to June 9, 2017, for
Mr. Cowart and Mr. Carlson, and 2016 bonuses (as described below)
for each of the officers, as applicable, will be deemed accrued
as of June 9, 2017, and payable at the rate of up to one-third of
such amounts, beginning at the end of the second quarter of
fiscal 2017 and continuing thereafter in future quarters,
provided that if the Company does not maintain a current ratio of
assets to debt of 1.0 after such payments or is not in compliance
with all of its debt covenants (collectively, Payment
Conditions), the accrued amounts shall not be paid in an
amount which would cause the Company to violate the Payment
Conditions, and any amount not paid will accrue until the
following quarter, provided that not more than an aggregate of
$140,597 of such accrued amounts will be paid each quarter
(collectively, the Quarterly Payment Requirements).
| Item 5.02 (f) |
Disclosure of Bonus Omitted From Summary Compensation Table of Proxy Statement |
As disclosed under the Summary Executive Compensation Table in
the Companys Definitive Schedule 14A Proxy Statement filed with
the SEC on, and first sent to stockholders on, April 27, 2017,
the Proxy, the bonuses of Benjamin P. Cowart, our Chief
Executive Officer and President, and Chris Carlson, our Chief
Financial Officer and Secretary, for the fiscal years ended 2016,
2015 and 2014, and the bonus of John Strickland, our Chief
Operating Officer, for the fiscal year ended 2016, could not be
calculated as of the date of the filing of the Proxy, as such
bonuses had not yet been determined by the Compensation
Committee.
Subsequently on June 9, 2017, the Compensation Committee approved
the bonuses of Mr. Cowart ($165,000), Mr. Carlson ($60,000) and
Mr. Strickland ($63,000), for fiscal 2016, the payment of each of
which is subject to the Quarterly Payment Requirements described
above. The Compensation Committee also determined that Mr. Cowart
and Mr. Carlson would not receive any bonus for fiscal 2015 or
fiscal 2014, based upon the Companys liquidity and results of
operations for the years ended December 31, 2015 and 2014.
to Item 5.02(f) of Form 8-K, such bonus awards and such increases
in 2016 salaries as described above, are set forth below together
with the other compensation previously reported, and the new
total compensation amounts, for Mr. Cowart and Mr. Carlson for
fiscal 2016, 2015 and 2014 and Mr. Strickland for fiscal 2016.
|
Name and Principal Position |
Year Ended December31 | Salary ($) | Bonus ($) | Stock Awards |
Option Awards ($)(2) |
Non-Equity Incentive Plan Compensation |
All Other Compensation ($)(1) |
Total ($) | ||||||||||||||||||
| Benjamin P. | ||||||||||||||||||||||||||
| Cowart | $ | 335,000 | (3) | $ | 160,500 | (3) | $ | $ | 12,317 | $ | $ | 20,199 | (5) | $ | 528,016 | |||||||||||
| Chairman, | ||||||||||||||||||||||||||
| CEO, | $ | 267,500 | $ | $ | $ | 84,215 | $ | $ | 33,135 | (5) | $ | 384,850 | ||||||||||||||
| and President | $ | 267,500 | $ | $ | $ | 15,475 | $ | $ | 39,811 | (5) | $ | 322,786 | ||||||||||||||
| Chris Carlson | $ | 218,500 | (3) | $ | 60,000 | (3) | $ | $ | 43,143 | $ | $ | 29,199 | (6) | $ | 350,842 | |||||||||||
| Chief | ||||||||||||||||||||||||||
| Financial | $ | 195,000 | $ | $ | $ | 44,053 | $ | $ | 25,765 | (6) | $ | 264,818 | ||||||||||||||
| Officer and | ||||||||||||||||||||||||||
| Secretary | $ | 195,000 | $ | $ | $ | 38,853 | $ | $ | 22,974 | (6) | $ | 256,827 | ||||||||||||||
| John | ||||||||||||||||||||||||||
| Strickland | $ | 225,000 | $ | 63,000 | (3) | $ | $ | 72,264 | $ | $ | 18,402 | (7) | $ | 378,666 | ||||||||||||
| Chief | ||||||||||||||||||||||||||
| Operating | ||||||||||||||||||||||||||
| Officer (4) | ||||||||||||||||||||||||||
(1) Does not include perquisites and other personal benefits, or
property, unless the aggregate amount of such compensation is
more than $10,000. None of our executive officers received any
change in pension value and nonqualified deferred compensation
earnings during the periods presented.
(2) Represents the fair value of the grant of certain options to
purchase shares of our common stock calculated in accordance with
Financial Accounting Standards Board Accounting Standards
Codification Topic 718.
(3) 2016 bonuses and $67,500 of Mr. Cowarts and $23,500 of Mr.
Carlsons 2016 base salary are accrued and unpaid as of June 9,
2017 and payable at the rate of up to one-third of such amounts,
beginning at the end of the second quarter of fiscal 2017,
provided that if the Company does not maintain a current ratio of
assets to debt of 1.0 after such payments or is not in compliance
with all of its debt covenants (collectively, Payment
Conditions), the accrued amounts shall not be paid in an
amount which would cause the Company to violate the Payment
Conditions, and any amount not paid will accrue until the
following quarter, provided that not more than an aggregate of
$140,597 of such accrued amounts will be paid each quarter.
(4) Effective on October 1, 2015, John Strickland, the then
Manager of Supply of the Company and a long-time employee of the
Company, was promoted to Chief Operating Officer. In connection
with such appointment, David Peel, the then Chief Operating
Officer of the Company stepped down from his role as Chief
Operating Officer.
(5) Other compensation includes health insurance premiums and a
monthly car allowance.
(6) Other compensation includes health insurance premiums and a
monthly car allowance.
(7) Other compensation includes health insurance premiums and a
monthly car allowance.
About VERTEX ENERGY, INC. (NASDAQ:VTNR)
Vertex Energy, Inc. is an environmental services company that recycles industrial waste streams and off-specification commercial chemical products. The Company focuses on recycling used motor oil and other petroleum by-products. The Company’s segments include the Black Oil, Refining and Marketing, and Recovery divisions. The Company’s product categories include Used Motor Oil, Fuel Oil, pyrolysis gasoline (Pygas), Gasoline Blendstock and Base Oil. The Black Oil division is engaged in operations across the used motor oil recycling value chain, including collection, aggregation, transportation, storage, refinement and sales of aggregated feedstock and re-refined products to end users. The Refining and Marketing division is engaged in the aggregation of feedstock, re-refining it into end products, and selling these products to customers. The Recovery division is a provider of generator solutions for the recovery and management of hydrocarbon streams.
