Current Report Filing (8-k)
March 25 2020 - 5:21PM
Edgar (US Regulatory)
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2020-03-22
2020-03-23
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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 (Date of earliest event reported):
March 23, 2020
ANTERO MIDSTREAM CORPORATION
(Exact name of registrant as specified in
its charter)
Delaware
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001-38075
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61-1748605
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(State or Other Jurisdiction
of Incorporation)
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(Commission File Number)
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(IRS Employer
Identification Number)
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1615 Wynkoop Street
Denver, Colorado 80202
(Address of principal executive offices)
(Zip Code)
Registrants Telephone Number, including
area code (303) 357-7310
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)
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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))
Securities registered pursuant to Section 12(b) of
the Act:
Title of each class
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Trading symbol(s)
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Name of each exchange on which
registered
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Common Stock, par value $0.01 Per Share
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AM
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New York Stock Exchange
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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 March 23, 2020, K. Phil Yoo gave notice
to Antero Midstream Corporation (“Antero Midstream”) and Antero Resources Corporation (“Antero Resources”)
of his intent to retire as Vice President, Accounting and Chief Accounting Officer of each company. Mr. Yoo’s retirement
is expected to take effect on May 15, 2020. Mr. Yoo’s retirement is not the result of any disagreement with Antero Midstream
or Antero Resources.
On Mr. Yoo’s retirement, Paul M.
Rady, Chairman and Chief Executive Officer of Antero Midstream and Antero Resources, commented, “I would like to thank Phil
for his outstanding dedication and many contributions to Antero’s success. After many years of service to the Antero family
of companies, we wish Phil and his family all the best in the years to come.”
Mr. Yoo will be succeeded by Sheri Pearce,
who will begin serving as Antero Midstream’s and Antero Resources’ Chief Accounting Officer following the effectiveness
of Mr. Yoo’s resignation. Ms. Pearce (age 53) joined Antero Midstream and Antero Resources in November 2018 to serve as Director
of SEC Reporting at both companies. Prior to joining Antero Midstream and Antero Resources, Ms. Pearce worked as an independent
consultant after retiring from KPMG LLP in March 2015. Ms. Pearce was an audit partner with KPMG where she principally served publicly
traded clients in the energy and mining industries for 25 years. Ms. Pearce joined KPMG in 1990 and was elected to the partnership
in 2000.
In connection with this promotion, Antero
Midstream plans to enter into an Indemnification Agreement with Ms. Pearce pursuant to which Antero Midstream will agree to indemnify
Ms. Pearce to the fullest extent permitted under Delaware law against liability that may arise by reason of her service to Antero
Midstream and to advance her expenses incurred as a result of any proceeding against her to which she could be indemnified. There
are no transactions between Antero Midstream and Ms. Pearce that would require disclosure under Item 404(a) of Regulation S-K,
and Ms. Pearce has no familial relationships that would require disclosure pursuant to Item 401(d) of Regulation S-K.
On Ms. Pearce’s appointment, Glen
C. Warren, Jr., President of Antero Midstream and President and Chief Financial Officer of Antero Resources, commented, “We
are excited to announce the promotion of Sheri to the role of Chief Accounting Officer. Given her past experience as an audit partner
at KPMG LLP and extensive background in the oil and gas industry, she will be well suited for this important position with Antero.”
The foregoing description of the Indemnification
Agreement is qualified in its entirety by reference to the full text of such agreement, the form of which is filed as Exhibit 10.1
to Antero Midstream’s Current Report on Form 8-K filed on March 12, 2019 and incorporated in this Item 5.02 by reference.
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.
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ANTERO MIDSTREAM CORPORATION
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By:
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/s/ Glen C. Warren, Jr.
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Glen C. Warren, Jr.
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President and Secretary
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Dated: March 25, 2020
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