Current Report Filing (8-k)
June 26 2018 - 4:18PM
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 (Date of earliest event reported): June 26, 2018 (June 22, 2018)
KEY ENERGY SERVICES, INC.
(Exact name of registrant as specified in its charter)
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Delaware
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001-08038
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04-2648081
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(State or other Jurisdiction
of Incorporation)
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(Commission
File Number)
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(IRS Employer
Identification No.)
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1301 McKinney Street, Suite 1800
Houston, Texas 77010
(Address of principal executive offices and Zip Code)
713-651-4300
(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:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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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))
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Pre-commencement
communications pursuant to Rule
13e-4(c)
under the Exchange Act (17 CFR
240.13e-4(c))
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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 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain
Officers; Compensatory Arrangements of Certain Officers.
On June 22, 2018, the Compensation Committee (the Committee) of the Board of
Directors of Key Energy Services, Inc. (the Company) approved the following grants of cash retention incentives (the Retention Awards) to the Companys named executive officers, payable over the
two-year
retention period: J. Marshall Dodson ($637,500), David J. Brunnert ($400,000), Katherine I. Hargis ($310,000) and Scott P. Miller ($310,000). The Retention Awards will vest and be paid 25% on the first
anniversary of grant and 75% on the second anniversary of grant, in each case subject to the executives continued employment with the Company through the applicable vesting date. The Retention Awards are subject to accelerated vesting and
payment if the executives employment is terminated by the Company other than a Termination for Cause (as defined in the executives outstanding equity awards).
The foregoing description of the Retention Awards does not purport to be complete and is subject to, and qualified in its entirety by, the full text of the
form of retention bonus award letter, a copy of which is filed hereto as Exhibit 10.1 and is incorporated herein by reference.
Item 9.01
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Financial Statements and Exhibits
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(d) Exhibits
The following exhibits are filed as part of this Current Report on Form
8-K:
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.
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KEY ENERGY SERVICES, INC.
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Date: June 26, 2018
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By:
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/s/ Katherine I. Hargis
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Katherine I. Hargis
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SVP, General Counsel & Secretary
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