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 January 28, 2019, Sandridge Energy, Inc. (the
Company) issued a press release announcing that it has appointed Paul D. McKinney as President and Chief Executive Officer of the Company, effective January 29, 2019 (the Start Date). A copy of the press release is
included as Exhibit 99.1 to this
Form 8-K.
In connection with the appointment of Mr. McKinney, William M. Griffin, Jr., Interim President and Chief Executive Officer of the Company will resign from
this position effective as of the Start Date.
Mr. McKinney, age 60, has served in various positions with Yuma Energy, Inc., a
Delaware corporation (Yuma Energy), from June 2014 to January 2019, most recently as its President and Chief Operating Officer. Prior to Yuma Energy, Mr. McKinney worked in different roles of responsibility for Apache Corporation
from 2007 through 2013, where he was last responsible for the development and all operational aspects of the Gulf Coast region for Apache as Region Vice President, Gulf Coast Onshore. From 2006 through 2007, Mr. McKinney was Vice President and
Director, Acquisitions & Divestitures for Tristone Capital, Inc. Mr. McKinney commenced his career with Anadarko Petroleum Corporation and held various positions with Anadarko over a
23-year
period from 1983 to 2006, including his last position as Vice President of Reservoir Engineering, Anadarko Canada Corporation. Mr. McKinney currently serves on the Board of Directors for Pro-Ject Holdings, LLC, a private oil field chemical
services company. Mr. McKinney has a Bachelor of Science degree in Petroleum Engineering from Louisiana Tech University. He has over 30 years of experience in the oil and gas industry.
Mr. McKinney has no family relationships with any current director, director nominee, or executive officer of the Company, and there are
no transactions or proposed transactions, to which the Company is a party, or intended to be a party, in which Mr. McKinney has, or will have, a material interest subject to disclosure under Item 404(a) of Regulation
S-K.
Mr. McKinney was not appointed as the Companys President and Chief Executive Officer pursuant to any arrangement or understanding with any other person.
The Company and Mr. McKinney have entered into an offer letter (the Offer Letter), pursuant to which Mr. McKinney will
receive an annual base salary of $500,000. He is eligible to participate in the Companys Annual Incentive Plan, and his target cash bonus amount will equal 100% of his annual base salary. The Offer Letter also provides that Mr. McKinney
will receive an award of 250,000 stock options under the Companys 2016 Omnibus Incentive Plan (as amended and restated as of August 8, 2018) on the first business day following his Start Date and on each of the first and second
anniversaries thereof, provided he continues to be employed by the Company. Mr. McKinney will also be entitled to participate in the retirement, welfare, incentive, fringe and perquisite programs generally made available to executive officers
of the Company and will receive reimbursement of certain relocation and commuting expenses through October 31, 2019.
The foregoing
summary does not purport to be complete and is qualified in its entirety by reference to the complete copy of the Offer Letter, which is filed herewith as Exhibit 10.1.