Attached files
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| EX-10.1 - HYPERDYNAMICS CORP | v194674_ex10-1.htm |
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
DC 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): August 20, 2010 (August 18,
2010)
HYPERDYNAMICS
CORPORATION
(Exact
Name of Registrant as Specified in Its Charter)
Delaware
(State or
other jurisdiction of incorporation or organization)
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001-32490
(Commission File Number)
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87-0400335
(IRS Employer Identification No.)
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12012
Wickchester Lane, Suite 475
Houston,
Texas 77079
(Address
of principal executive offices,
including
zip code)
voice: (713)
353-9400
fax: (713)
353-9421
(Registrant’s
telephone number,
including
area code)
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:
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¨
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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 14d-2(b) 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
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Departure
of Directors or Certain Officers; Election of Directors; Appointment of
Certain Officers; Compensatory Arrangements of Certain
Officers
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On August
18, 2010, Hyperdynamics Corporation (the “Company”) entered into a
Consulting Agreement, dated August 14, 2010, with William Young, the Company’s
Executive Vice President of Commercial Affairs. The agreement
provides for the termination of Mr. Young’s employment as the Company’s
Executive Vice President of Commercial Affairs effective on September 30, 2010
(unless his employment his terminated earlier pursuant to his Employment
Agreement with the Company dated November 24, 2009) at which time Mr. Young will
become a consultant to the Company under the terms of the Consulting
Agreement.
The terms
of Mr. Young’s Employment Agreement will remain in effect through September 30,
2010, or such earlier date as Mr. Young’s full-time employment with the Company
may end. Under the terms of the Consulting Agreement, Mr. Young will
continue to work in his current position with the Company through September 30,
2010 in both the Company’s Houston office as well as
remotely. Beginning on October 1, 2010, Mr. Young will become a
consultant to the Company and will continue to function as a senior advisor to
the Company. Mr. Young will report to Ray Leonard, the Company’s
Chief Executive Officer, and Mr. Young is required to fulfill the services
outlined in the agreement. The term of the agreement is through
December 31, 2010 unless extended by the parties. The Company will
pay Mr. Young an hourly fee of $175 for his services under the
agreement.
If the
Consulting Agreement is not terminated by December 31, 2010, Mr. Young will
retain an option to purchase 100,000 shares of the Company’s common stock, which
is one-half of the option to purchase 200,000 shares of the Company’s common
stock granted to Mr. Young pursuant to the terms of his Employment Agreement in
connection with the commencement of Mr. Young’s employment. The
option has an exercise price of $0.92 per share. The option has a
five-year term and has a 3-year vesting period beginning if and when the
Company’s share price attains a closing market price of $3 per share or more for
five (5) consecutive trading days (with vesting equally on each of the first,
second and third anniversaries of such date). Mr. Young will also
vest in the option granted to him pursuant to his Employment Agreement as
further described in the Employment Agreement which requires continuous service
of one (1) year following the effective date of his employment (December 7,
2009) so long as he has not terminated the Consulting Agreement prior to
December 7, 2010. The vested portion of this option would amount to
the right to purchase 66,666 shares of the Company’s common stock (one-third of
the 200,000 options granted) at an exercise price of $0.92 per
share.
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Item 9.01
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Financial Statements and Exhibits.
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Exhibit Number
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Description
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Exhibit
10.1
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Consulting
Agreement, dated August 14, 2010, between the Company and William
Young
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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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HYPERDYNAMICS
CORPORATION
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|||
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Date: August 20,
2010
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By:
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/s/ Ray Leonard
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Name:
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Ray
Leonard
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Title:
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Chief
Executive Officer and
President
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EXHIBIT
INDEX
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Exhibit Number
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Description
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Exhibit
10.1
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Consulting
Agreement, dated August 14, 2010, between the Company and William
Young
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