Attached files
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| EX-10.1 - CWEI FUHRMAN-MASCHO REWARD PLAN - CLAYTON WILLIAMS ENERGY INC /DE | exhibit120109.htm |
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UNITED
STATES
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SECURITIES
AND EXCHANGE COMMISSION
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Washington,
D.C. 20549
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FORM
8-K
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CURRENT
REPORT
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Pursuant
to Section 13 or 15(d) of the Securities Exchange Act of
1934
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Date
of Report (Date of earliest event reported): December 1,
2009
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CLAYTON
WILLIAMS ENERGY, INC.
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(Exact
name of Registrant as specified in its
charter)
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Delaware
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001-10924
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75-2396863
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(State
or other jurisdiction of
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(Commission
File
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(I.R.S.
Employer
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incorporation)
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Number)
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Identification
No.)
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6
Desta Drive, Suite 6500, Midland, Texas
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79705-5510
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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: (432)
682-6324
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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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¨ Soliciting material
pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
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¨ Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act
(17 CFR 240.14d-2 (b))
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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.
(e) On
November 4, 2009, the Compensation Committee of the Board of Directors of
Clayton Williams Energy, Inc. (the “Company”) authorized the Company to
establish the CWEI Fuhrman-Mascho Reward Plan (the “Plan”) to reward eligible
officers, employees and other service providers for continued quality service to
the Company, and to encourage retention of those officers, employees and service
providers by providing them the opportunity to receive bonus payments that are
based on profits derived from a portion of the Company’s working interest in
wells (the “Wells”) drilled by the Company in the area covered by the Plan on or
after the Effective Date. On November 4, 2009, the Compensation
Committee of the Board of Directors of the Company also authorized awards to
certain officers, key employees and consultants of the Company under the
Plan. The Plan was established and awards were granted under the Plan
on December 1, 2009. The Effective Date for the Plan is August
1, 2008.
The Plan
provides for quarterly cash bonuses to the Participants, as a group, equal to
the after-payout cash flow from 7% of the Company’s working interest in the
Wells. The quarterly cash bonuses are allocated among the
Participants based on each Participant’s bonus percentage.
To
continue as a Participant in the Plan, Participants must remain in the
employment or service of the Company through November 4, 2011 (the “Full Vesting
Date”). Participants who remain in the employment or service of the
Company through the Full Vesting Date will continue as Participants for the
duration of the Plan, subject to the terms of the Plan. The Full
Vesting Date may occur sooner than November 4, 2011 in the event of a Change of
Control or Sale Transaction, as those terms are defined in the
Plan.
Bonus
awards under the Plan were granted to the Company’s principal executive officer,
principal financial officer and named executive officers as
follows:
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Officer
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Bonus
Percentages
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Clayton
W. Williams, Jr.
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28.5714%
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L.
Paul Latham
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5.0000%
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Mel
G. Riggs
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5.0000%
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Michael
L. Pollard
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2.2500%
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Amounts
payable under the Plan to the Company’s principal executive officer, principal
financial officer and named executive officers will depend on the quarterly
bonus amounts determined pursuant to the terms of the Plan as described
above.
The
foregoing descriptions are only summaries of, and are qualified in their
entirety by reference to, the Plan, which is filed as Exhibit 10.1 to this
Current Report on Form 8-K and is incorporated herein by reference.
Item
9.01 Financial Statements and
Exhibits.
(d) Exhibits
The
following exhibit is provided as part of the information furnished under Item
5.02 of this report.
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Exhibit
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Number
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Description
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10.1
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CWEI
Fuhrman-Mascho Reward 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.
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CLAYTON
WILLIAMS ENERGY, INC.
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Date:
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December
2, 2009
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By:
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/s/
L. Paul Latham
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L.
Paul Latham
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Executive
Vice President and Chief
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Operating
Officer
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Date:
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December
2, 2009
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By:
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/s/
Mel G. Riggs
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Mel
G. Riggs
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Senior
Vice President and Chief
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Financial
Officer
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CLAYTON
WILLIAMS ENERGY, INC.
EXHIBIT
INDEX
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Exhibit
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Number
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Description
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10.1
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CWEI
Fuhrman-Mascho Reward Plan
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