Attached files
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EX-10.1 - AgEagle Aerial Systems Inc. | v206668_ex10-1.htm |
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) December 20,
2010
ENERJEX RESOURCES, INC.
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(Exact
name of registrant as specified in its
charter)
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Nevada
|
000-30234
|
88-0422242
|
(State or other jurisdiction of
incorporation)
|
(Commission File Number)
|
(IRS Employer Identification
No.)
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27 Corporate Woods, Suite 350
10975 Grandview Drive
Overland Park, KS
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66210
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(Address
of Principal Executive Offices)
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(Zip
Code)
|
Registrant’s
telephone number, including area code: (913)
754-7754
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)
|
¨
|
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))
|
Item
1.01 Entry Into A Material Definitive Agreement.
On December 20, 2010, the Registrant
and C. Stephen Cochennet entered into a Separation and Settlement Agreement (the
“Separation Agreement”) to be effective as of December 31, 2010. See Item 5.02
for a description of the material terms of the Separation
Agreement.
Item
3.02 Unregistered Sales of Equity Securities.
On December 20, 2010, the Registrant
agreed to issue C. Stephen Cochennet 75,000 shares of restricted common stock
for his fiscal 2009 bonus. The shares issued were issued pursuant to the EnerJex
Resources Stock Incentive Plan and registered on the Form S-8 filed on October
20, 2008.
On December 20, 2010, the Registrant
agreed to issue (i) 250,000 shares of restricted common stock to Loren Moll for
services as a director and committee member, (ii) 250,000 shares of restricted
common stock to Tom Kmak for services as a director and committee member, and
(iii) 100,000 shares of restricted common stock to Darrel Palmer for services as
a director. The Registrant believes that the issuance of the shares was exempt
from the registration and prospectus delivery requirements of the Securities Act
of 1933, as amended, by virtue of Section 4(2) thereof.
Item
5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain
Officers.
On
December 20, 2010, in accordance with the terms of the Separation Agreement
described in Item 1.01 above, C. Stephen Cochennet, Chairman, Chief Executive
Officer, Principal Financial Officer, President, Secretary and Treasurer,
resigned from his employment and all positions that he holds with the Registrant
effective December 31, 2010. Mr. Cochennet was a named executive officer of the
Registrant for the fiscal year ended March 31, 2010 and is currently the
Registrant’s sole officer. Pursuant to the Separation Agreement, the Registrant
agreed (i) to terminate the employment agreement with Mr. Cochennet dated August
1, 2008 effective as of December 31, 2010 and eliminate the Non-Compete
provisions of the employment agreement, (ii) that Mr. Cochennet would resign as
a director, employee and officer of the Registrant, effective as of December 31,
2010, (iii) to pay Mr. Cochennet his accrued salary in the amount of $16,666.67
on or before December 31, 2010, (iv) to pay Mr. Cochennet $50,000 as severance
and in consideration for the termination of his employment with the Registrant,
(v) issue Mr. Cochennet’s fiscal 2009 restricted stock bonus of 75,000 shares,
(vi) transfer title, and pay all taxes, fees and expenses related thereto, to
the automobile and certain other assets Mr. Cochennet was utilizing in
connection with the Registrant’s business, and (vii) to mutually release each
other party from any and all claims related to the subject matter of the
Separation Agreement.
The
foregoing description of the Separation Agreement is not complete and is subject
to and qualified in its entirety by reference to the Agreement, a copy of which
is attached hereto as Exhibit 10.1 and the terms of which are incorporated
herein by reference.
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Item
9.01 Financial Statements and Exhibits.
Exhibit No.
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Exhibit Description
|
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10.1
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Separation
and Settlement Agreement between EnerJex and C. Stephen Cochennet dated
December 20, 2010
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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.
ENERJEX
RESOURCES, INC.
|
||
By:
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/s/ Steve Cochennet
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Steve
Cochennet, Chief Executive Officer
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Date:
December 27, 2010
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