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 6,
2023
VAALCO Energy, Inc.
(Exact name of registrant as specified in its charter)
Delaware
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001-32167
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76-0274813
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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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9800 Richmond Avenue, Suite 700
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Houston, Texas
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77042
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(Address of principal executive offices)
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(Zip Code)
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Registrant’s telephone
number, including area code: (713) 623-0801
Not Applicable
(Former Name or former address if changed since last report.)
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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☐
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act
(17 CFR 240.14a-12)
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☐
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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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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 $0.10
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EGY
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New York Stock Exchange
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Common Stock, par value $0.10
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EGY
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London 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.
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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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David DesAutels, currently Executive Vice President of Corporate
Development of VAALCO Energy, Inc. (“VAALCO”), will retire from his
position effective March 14, 2023 and will provide transitional
support as an employee of VAALCO until that date.
On March 8, 2023, Mr. DesAutels and VAALCO entered into a
separation and release agreement (the “Separation Agreement”).
Pursuant to the Separation Agreement, Mr. DesAutels will be
entitled to receive (i) a cash severance payment equal to $145,917,
less applicable withholdings and taxes, payable in a lump sum; and
(ii) a cash payment of $98,914, which is the amount of the annual
cash bonus amount that Mr. DesAutels otherwise might have received
if employed through the date of payment. The Separation Agreement
provides for certain customary terms and conditions relating to
separation from employment including, without limitation, releases
from liability, cooperation, assistance, non-disparagement and
confidentiality provisions.
On March 8, 2023, VAALCO and Mr. DesAutels entered into a
consulting agreement, (the “Consulting Agreement”), pursuant to
which Mr. DesAutels has agreed to perform transition consulting
services with respect to business development and VAALCO’s
petroleum operations for up to 13 months from the date of the
Consulting Agreement unless the Consulting Agreement is terminated
earlier. Pursuant to the Consulting Agreement, VAALCO will pay Mr.
DesAutels $5,000 per full month, subject to increase in the event
Mr. DesAutels is required to perform the services for more than
three days during any workweek, and provide for customary expense
reimbursements. The Consulting Agreement provides for customary
terms and conditions relating to the provision of services from Mr.
DesAutels including, without limitation, confidentiality and
non-competition provisions.
Pursuant to the terms of the Separation Agreement and the
Consulting Agreement, Mr. DesAutels will not be deemed to be
terminated for purposes of all equity awards granted to Mr.
DesAutels in accordance with the terms of the VAALCO Energy, Inc.
2020 Long Term Incentive Plan (the “Plan”) until the termination of
the Consulting Agreement. Additional details regarding the Plan are
included in VAALCO’s Definitive Proxy Statement on Schedule 14A
filed with the Securities and Exchange Commission on April 29,
2020.
The foregoing descriptions of the Separation Agreement and the
Consulting Agreement do not purport to be complete and is qualified
in its entirety by reference to the full text of each such
document, copies of the Separation Agreement and the Consulting
Agreement will be filed as exhibits to VAALCO’s next annual report
on Form 10-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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VAALCO Energy, Inc.
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(Registrant)
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Date: March 10, 2022
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By:
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/s/ Matthew Powers
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Name:
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Matthew Powers
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Title:
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Executive Vice President and General Counsel
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