Current Report Filing (8-k)
April 24 2017 - 5:15PM
Edgar (US Regulatory)
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: April 19, 2017 (Date of earliest
event reported)
U.S. GEOTHERMAL INC.
(Exact Name of Registrant as Specified in Its Charter)
Delaware
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001-34023
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84-1472231
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(State of Incorporation)
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(Commission File Number)
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(I.R.S. Employer Identification)
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390 E Parkcenter Blvd, Ste 250, Boise, Idaho 83706
(Address of principal executive offices) (Zip Code)
208-424-1027
(Registrants 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 (see General Instruction A.2. below):
[ ] 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 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 April 19, 2017, U.S. Geothermal Inc. (the Company)
determined not to extend its employment agreement (the Agreement) with Dennis
Gilles, the Companys Chief Executive Officer, beyond its current term expiring
on July 18, 2017 and, in accordance with the terms of the Agreement, delivered a
notice of non-renewal to Mr. Gilles.
The Company and Mr.
Gilles are discussing a role for Mr. Gilles as an outside advisor to the Company
after the Agreement expires.
Item 7.01
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Regulation FD Disclosure.
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The information under Item 5.02 is incorporated herein by
reference. A copy of the press release announcing the Companys decision with
respect to the Agreement is furnished as Exhibit 99.1 to this Current Report on
Form 8-K.
The information furnished herewith pursuant to Item 7.01 of
this Current Report is being furnished in accordance with General Instruction
B.2 of Form 8-K and shall not be deemed filed for purposes of Section 18 of
the Exchange Act, or otherwise subject to the liabilities of that section, nor
shall it be deemed to be incorporated by reference in any filing under the
Securities Act or the Exchange Act, whether made before or after the date
hereof, regardless of any general incorporation language in such filing.
Item 9.01
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Financial Statements and Exhibits.
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(d) Exhibits
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.
Dated: April 24, 2017
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U.S. Geothermal Inc.
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By:
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/s/ Kerry D. Hawkley
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|
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Kerry D. Hawkley
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|
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Chief Financial Officer and
Secretary
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