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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 November 30, 2020, Ring
Energy, Inc. (the “Company”) issued a press release announcing the promotion of Mr. Stephen D. Brooks to Executive
Vice President of Land, Legal, Human Resources and Marketing, effective November 30, 2020. A copy of the press release is included
as Exhibit 99.1 to this Current Report on Form 8-K.
Prior to joining
the Company, from May 2019 to April 2020, Mr. Brooks, age 65, served as Vice President of Land, Legal, People & Culture and
Corporate Services for SandRidge Energy, Inc. (“SandRidge”), where he was responsible for overseeing all land department
functions and coordinating all legal functions for SandRidge. Prior to SandRidge, from February 2016 to May 2019, Mr. Brooks served
as Vice President of Land for Yuma Energy, Inc., where he was responsible for all land department functions. Mr. Brooks has over
40 years of experience in the oil and gas sector, beginning his career with Shell Oil Company in 1977. Over a 24-year period with
Duncan Energy Company (“Duncan”), Mr. Brooks held various positions, including his last title as Vice President of
Land for the Gulf Coast Region, from 2000 to 2015, where he was responsible for all land department functions, and Land Manager
for the Gulf Coast Region from 1991 to 2000. Mr. Brooks is a Certified Professional Landman and a member of the American Association
of Professional Landmen.
Mr. Brooks
has an employment agreement with the Company. The term of the employment agreement will continue until employment is terminated
by either Mr. Brooks or the Company. Mr. Brooks will receive a minimum base salary at an annual rate of $290,000. The base
salary will be reviewed annually by the Board of Directors (the “Board”) and may be adjusted upward in the Board’s
sole discretion, but not downward.
For each calendar year during Mr. Brooks’
employment term, beginning in 2021, Mr. Brooks will (i) be eligible to participate in an annual incentive compensation plan of
the Company, and (ii) will be eligible to receive annual long-term equity incentive awards under the Company’s 2013 Long-Term
Incentive Plan or any successor plan, with a target value equal to a percentage of base salary, determined by the Board (based
on the grant date value of any such award), based on the achievement of performance goals established by the Board in its sole
discretion under any incentive compensation plan or arrangement as may be established by the Board from time to time.
From October 1, 2020 through the remainder
of 2020, Mr. Brooks shall receive as bonus consideration an amount equal to $7,855 per month. Mr. Brooks also received a sign-on
equity grant of 200,000 shares of the Company’s restricted stock awarded on Mr. Brooks’ first day of employment (the
“Award Date”), and the restricted stock shall have a three-year vesting period, such vesting period to begin on the
Award Date, and shall be subject to the terms and conditions of the award agreements pursuant to which they are granted.
Mr. Brooks will also be subject to certain
non-competition and non-solicitation restrictions for a period of one year following any termination of employment, as well as
certain confidentiality restrictions that apply indefinitely.
The foregoing description of the employment
agreement with Mr. Brooks is not complete and is subject in its entirety by reference to the terms of such agreement, a copy of
which is included as Exhibit 10.1 to this Current Report on Form 8-K.