Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On June 13, 2018, Halcón Resources Corporation (the Company) increased the size of the Board of Directors of the Company (the Board) from eight to nine members and appointed Janine J. McArdle to serve as a Class C director with a term expiring in 2019, effective as of June 15, 2018. The Board also appointed Ms. McArdle to serve on each of the Nominating and Corporate Governance Committee of the Board and the Reserves Committee of the Board, effective as of June 15, 2018. The Board has determined that Ms. McArdle satisfies the definition of an independent director under the applicable rules of the New York Stock Exchange and the requirements for service on the Board pursuant to the Companys Corporate Governance Guidelines, a copy of which is available under the Investor RelationsCorporate Governance page of the Companys website at www.halconresources.com. The information on the Companys website does not constitute a part of this Current Report on Form 8-K and is not incorporated herein by reference. There are no arrangements or understandings between Ms. McArdle and any other persons pursuant to which each was appointed a director of the Company.
For her service on the Board, Ms. McArdle will be entitled to the same compensation arrangements as the Companys other non-employee directors, including (A) an annual cash retainer of (i) $70,000 for service on the Board; (ii) $5,500 for service as a member on the Nominating and Corporate Governance Committee of the Board; and (iii) $5,500 for service as a member on the Reserves Committee of the Board, and (B) equity-based awards in the form of shares of restricted stock under the Companys 2016 Long-Term Incentive Plan. Upon the effective date of her appointment to the Board, Ms. McArdle received an initial equity grant of 33,750 restricted shares of the Companys common stock. Ms. McArdle also entered into an indemnity agreement with the Company, the form of which was previously filed as Exhibit 10.1 to the Companys Current Report on Form 8-K, filed with the Securities and Exchange Commission on March 19, 2012.
Janine J. McArdle has been an executive in the oil and gas industry for over 30 years with extensive experience in engineering, marketing, business development, finance and risk management. Ms. McArdle is currently founder and CEO of Apex Strategies LLC, a global consultancy company providing advisory services to companies engaged in the midstream and downstream sectors of the energy industry. Prior to forming her own company, Ms. McArdle was an Executive Officer at Apache Corporation from 2002 to 2015. During that time, she also served as President of Kitimat LNG, Senior Vice President Global Gas Monetization, and Senior Vice President of Global Oil and Gas Marketing. Prior to Apache, Ms. McArdle served as President and Managing Director for Aquila Europe Ltd. from 2001 to 2002 and held executive and management positions with Aquila Energy Marketing from 1993 to 2001, including Vice President Trading and Vice President Mergers and Acquisitions. She served as a member of the board of directors for Intercontinental Exchange, the electronic trading platform, from 2000 to 2002. Previously, Ms. McArdle was a partner in Hesse Gas from 1991 to 1993. Ms. McArdle graduated from the University of Nebraska with a Bachelor of Science in Chemical Engineering, earned a Master of Business Administration in Finance from the University of Houston, a CERT Certificate in Cybersecurity from Carnegie Mellons Software Engineering Institute, and a Governance Fellowship from the National Association of Corporate Directors (NACD). Ms. McArdle currently serves on the Advisory Board for the College of Engineering at the University of Nebraska and the Board of Directors of the Palmer Drug Abuse Program.
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