Attached files
file | filename |
---|---|
EX-10.2 - LONG-TERM INCENTIVE PLAN - Yuma Energy, Inc. | yuma_ex102.htm |
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: June 7, 2018
(Date of earliest event reported)
Yuma Energy, Inc.
(Exact name of registrant as specified in its charter)
DELAWARE
(State or other jurisdiction
of incorporation)
|
|
001-37932
(Commission File Number)
|
|
94-0787340
(IRS Employer Identification No.)
|
1177 West Loop South, Suite 1825
Houston, Texas 77027
(Address of principal executive offices) (Zip Code)
(713) 968-7000
(Registrant’s telephone number, including area
code)
|
|
|
|
(Former name or former address, if changed since last
report)
|
|
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:
|
☐
|
Written
communications pursuant to Rule 425 under the Securities Act
(17 CFR 230.425)
|
|
|
|
|
☐
|
Soliciting material
pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
|
|
|
|
|
☐
|
Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange
Act (17 CFR 240.14d-2(b))
|
|
|
|
|
☐
|
Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange
Act (17 CFR 240.13e-4(c))
|
Indicate
by check mark whether the registrant is an emerging growth company
as defined in Rule 405 of the Securities Act of 1933 (§230.405
of this chapter) or Rule 12b-2 of the Securities Exchange Act of
1934 (§240.12b-2 of this chapter).
Emerging
growth company ☐
If an
emerging growth company, indicate by check mark if the registrant
has elected not to use the extended transition period for complying
with any new or revised financial accounting standards provided
pursuant to Section 13(a) of the Exchange Act.
☐
Item 1.01 Entry into a Material
Definitive Agreement.
In connection with the election of Willem Mesdag to the Board of
Directors (the “Board”) of Yuma Energy, Inc. (the
“Company”) discussed below in Item 5.07 of this Current
Report on Form 8-K, on June 7, 2018, the Company entered into an
indemnification agreement with Mr. Mesdag (the
“Indemnification Agreement”) pursuant to which the
Company agreed to indemnify Mr. Mesdag in connection with claims
brought against him in his capacity as a director of the Company.
The Indemnification Agreement also provides, among other things,
certain expense advancement rights in legal proceedings so long as
Mr. Mesdag undertakes to repay the advancement if it is later
determined that he is not entitled to be indemnified.
The preceding is a summary of the material provisions of the
Indemnification Agreement and is qualified in its entirety by
reference to the complete text of the form of Indemnification
Agreement included as Exhibit 10.1 to this Current Report on Form
8-K and incorporated by reference herein.
Item 5.02.
Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of
Certain Officers.
As described in Item 5.07 of this Current Report on Form 8-K,
on June 7, 2018, at the annual meeting of stockholders of Yuma
Energy, Inc. (the “Company”),, the Company's
stockholders approved the Company’s proposal for the election
of two individuals to serve as directors of the Company for
one-year terms, and approved and adopted the Yuma Energy, Inc. 2018
Long-Term Incentive Plan (the “Plan”).
The Plan is included as Exhibit 10.12 to this Current Report on
Form 8-K and is incorporated herein by reference.
Item 5.07.
Submission of Matters to a Vote of Security Holders.
The annual meeting of stockholders of the Company was held on June
7, 2018 (the “Meeting”) for the purpose of voting on
four proposals.
The first proposal was the election of two individuals to serve as
directors of the Company for one-year terms expiring in 2019. The
two directors elected and the tabulation of votes for each
was:
Nominees for Directors
|
For
|
Withheld
|
Broker Non-Votes
|
Willem
Mesdag
|
14,179,795
|
203,438
|
-
|
Neeraj
Mital
|
14,311,458
|
71,775
|
-
|
The Company’s continuing directors after the Meeting
include Sam L. Banks, James W. Christmas, Frank A. Lodzinski,
and Richard K. Stoneburner.
The second proposal was an advisory vote on executive compensation.
The votes on the proposal were:
For
|
Against
|
Abstain
|
Broker Non-Votes
|
14,139,890
|
224,019
|
19,324
|
-
|
The third proposal was a vote on the approval and adoption of the
Plan. The votes on the proposal were:
For
|
Against
|
Abstain
|
Broker Non-Votes
|
14,172,815
|
190,657
|
19,761
|
-
|
The fourth proposal was the ratification of Moss Adams LLP as the
Company’s independent registered public accounting firm for
2018. The votes on the proposal were:
For
|
Against
|
Abstain
|
14,370,651
|
8,288
|
4,294
|
All of the proposals were approved by the Company’s
stockholders. Stockholders owning 11,130,694 shares of the
Company’s common stock and 1,933,733 shares of the
Company’s Series D Convertible Preferred Stock voted at the
Meeting. Each share of Series D Convertible Preferred Stock was
entitled to 1.682 votes.
Item
9.01.
Financial
Statements and Exhibits.
(d)
Exhibits.
The
following exhibit is included with this Current Report on Form
8-K:
Exhibit
No.
|
|
Description
|
|
|
Form of Indemnification Agreement (incorporated by reference to
Exhibit 10.2 to the Registrant’s Current Report on Form 8-K
filed with the Commission on November 1, 2016).
|
||
|
|
|
|
|
Yuma Energy, Inc. 2018 Long-Term Incentive
Plan.
|
2
SIGNATURE
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.
|
|
|
|
|
|
|
YUMA ENERGY, INC.
|
|
|
|
|
|
|
|
|
|
By:
|
/s/ Sam
L. Banks
|
|
|
|
Name:
|
Sam L.
Banks
|
|
Date:
June 13, 2018
|
|
Title:
|
Chief
Executive Officer
|
|
3