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EX-10.1 - Allis Chalmers Energy Inc. | v165614_ex10-1.htm |
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UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
D.C. 20549
FORM
8-K
CURRENT
REPORT
Pursuant
to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of
Report (Date of earliest event reported): November 6,
2009
ALLIS-CHALMERS
ENERGY INC.
(Exact
name of registrant as specified in its charter)
Delaware
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001-02199
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39-0126090
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(State
or other jurisdiction of incorporation or organization)
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(Commission
File
Number)
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(I.R.S.
Employer Identification
No.)
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5075
Westheimer
Suite
890
Houston,
Texas
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77056
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(Address
of principal executive offices)
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(Zip
Code)
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Registrant’s
telephone number, including area code: (713) 369-0550
Check the
appropriate box below if the Form 8-K filing is intended to simultaneously
satisfy the filing obligation of the registrant under any of the following
provisions (see General Instruction A.2. below):
¨
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
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¨
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
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¨
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act
(17 CFR 240.14d-2(b))
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¨
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act
(17 CFR 240.13e-4(c))
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Item
5.02. Departure of Directors or Certain Officers; Election of
Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain
Officers.
At the
2009 Annual Meeting of Stockholders held on November 6, 2009, the stockholders
of Allis-Chalmers Energy Inc. (the "Company") approved the Allis-Chalmers Energy
Inc. Second Amended and Restated 2006 Incentive Plan (the "Amended and Restated Plan"). The Amended and Restated Plan
was approved by the Company’s board of directors on September 18, 2009, subject
to receipt of stockholder approval.
The
Amended and Restated Plan (i) increased the maximum number of shares of the
Company’s common stock, par value $0.01 per share (“Common Stock”), that may be
granted under such plan by an additional 7,000,000 shares, resulting in a total
of 8,500,000 shares that may be granted thereunder, (ii) increased the annual
limit on options that may be granted to any one participant from 200,000 shares
of Common Stock to 3,000,000 shares of Common Stock, (iii) established an annual
limit on the aggregate maximum number of incentive stock options that may be
granted to any one participant of 8,500,000 shares of Common Stock and (iv)
established an annual limit on the number of stock appreciation rights and
share-based awards (other than options and stock appreciation rights) that may
be granted to any one participant of 3,000,000 shares of Common Stock for each
type of award.
The
foregoing description is not complete and is qualified in its entirety by
reference to the Amended and Restated Plan, a copy of which is attached as
Exhibit 10.1 to this Current Report on Form 8-K and incorporated by reference
herein.
Item
9.01. Financial Statements and Exhibits.
(d) Exhibits:
Exhibit No.
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Description
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10.1
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Second
Amended and Restated 2006 Incentive
Plan.
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SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, the registrant has
duly caused this report to be signed on its behalf by the undersigned hereunto
duly authorized.
ALLIS-CHALMERS
ENERGY INC.
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Date: November
10, 2009
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By:
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/s/ Theodore F. Pound
III
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Name:
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Theodore
F. Pound III
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Title:
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General
Counsel and Secretary
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EXHIBIT
INDEX
Exhibit No.
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Description
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10.1
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Second
Amended and Restated 2006 Incentive
Plan.
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