Attached files
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EX-10.1 - EX-10.1 - SUN RIVER ENERGY, INC | d79025exv10w1.htm |
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
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
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): January 12, 2011
SUN RIVER ENERGY, INC.
(Exact name of registrant as specified in its charter)
Colorado | 000-27485 | 84-1491159 | ||
(State or other jurisdiction | (Commission | (IRS Employer | ||
of incorporation) | File Number) | Identification Number) |
5950 Berkshire Lane, Suite 1650, Dallas, Texas 75225
(Address of Principal Executive Offices) (Zip Code)
(Address of Principal Executive Offices) (Zip Code)
(214) 739-9191
Registrants telephone number, including area code
Registrants telephone number, including area code
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:
o | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
o | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
o | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
o | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain
Officers; Compensatory Arrangements of Certain Officers.
On January 12, 2011, the Board of Directors of Sun River Energy, Inc. (the Company)
appointed Jay Leaver, age 47, as the Companys Vice President of Geology. Mr. Leaver has been the
Companys Senior Geologist since December 22, 2010 and is and will continue to be responsible for
all aspects of geology, completion and operation of wells on Company-operated properties in Texas
and New Mexico. Mr. Leaver served as Interim-President of Sun River Energy, Inc. from September
23, 2009 to August 3, 2010 and as a consulting geologist from August 3, 2010 to December 22, 2010.
He was employed with Thomason Partners Associates, Inc. (TPA) on prospect development in the
Rocky Mountain Region, and in the Appalachian, Michigan, and Illinois Basins from 1991 to 2010, and
worked on projects that led to economic hydrocarbon discoveries in North Dakota, Utah, and Idaho.
Prior to joining TPA, from 1989 to 1991 he was employed as geologist at Western States Minerals, a
small gold mining company with properties in Utah, Nevada, and California. From 1987 to 1989, Mr.
Leaver was employed as a geological technician and later a geologist at Pendleton Land and
Exploration, a small oil exploration company. In 2006, Mr. Leaver was promoted to Vice President
of Geoscience at TPA, responsible for ensuring a high degree of geophysical and geochemical
technology was applied to TPA projects. In 2008, Mr. Leaver was promoted to Executive Vice
President at TPA, responsible for managing the flow of projects through the TPA pipeline. Mr.
Leaver received his B.S. degree in Geological Engineering from the Colorado School of Mines in
1986. Mr. Leaver is a member of the American Association of Petroleum Geologists and the Society
of Exploration Geophysicists. In 2009 he served as elected Secretary of the local AAPG Section,
the Rocky Mountain Association of Geologists.
Effective December 22, 2010, the Company entered into an employment agreement with Mr. Leaver,
which agreement will remain in place following his appointment as an executive officer of the
Company. The employment agreement provides for an initial term of three years and will
automatically renew for additional one-year terms unless either party gives notice 30 days prior to
the end of the then-current term of its intent to terminate the agreement. Pursuant to the terms
of the employment agreement, Mr. Leaver receives an annual minimum base salary of $160,000 during
the term of his employment, which amount is subject to increase upon approval by the Board. Mr.
Leaver is entitled to receive stock options to purchase 120,000 shares of the Companys common
stock, which options shall vest in equal monthly installments over a period of 36 months and will
have an exercise price equal to the fair market value of the Companys common stock on the
effective date of the employment agreement. In addition, Mr. Leaver is entitled to receive 40,000
shares of the Companys common stock, which will be held in escrow and become earned and vested
1/12th per month thereafter during the term of the employment agreement. All such shares issued to
Mr. Leaver will be subject to the Companys first right to purchase the shares upon receipt of a
third party offer.
In the event Mr. Leavers employment is terminated by the Company other than for Cause as
defined in the employment agreement or by him for Good Reason as defined in the employment
agreement, he shall be entitled to receive all compensation earned through the date of the
termination plus any accrued but unpaid expenses required to be reimbursed under the employment
agreement, any vacation accrued to the termination date and an amount equal to his
base salary beginning on the termination date as defined in the employment agreement and
ending one year from the termination date. If the termination date for any such termination occurs
in the third year of the term of the employment agreement, then, in addition to compensation earned
through the date of the termination, any accrued but unpaid expenses required to be reimbursed
under the employment agreement, and any vacation accrued to the termination date, Mr. Leaver shall
receive his pro-rata base salary until the third anniversary of the date of the employment
agreement. This severance is payable in equal monthly installments beginning on the last day of
the first month following the termination date, subject to Mr. Leavers execution and delivery of a
release satisfactory to the Company.
The foregoing summary of the employment agreement with Mr. Leaver
does not purport to be complete and is subject to, and qualified in its entirety by, the full text of the employment
agreement, which is attached as Exhibit 10.1 hereto and incorporated herein by reference.
9.01 Financial Statements and Exhibits.
(d) Exhibits.
The following is a complete list of exhibits filed as part of this Report. Exhibit numbers
correspond to the numbers in the exhibit table of Item 601 of Regulation S-K.
Exhibit No. | Description | |||
10.1 | Employment Agreement as of December 22, 2010 by and between
Sun River Energy, Inc. and Jay Leaver |
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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.
SUN RIVER ENERGY, INC. |
||||
Date: January 18, 2011 | By: | /s/ Donal R. Schmidt, Jr. | ||
Name: | Donal R. Schmidt, Jr. | |||
Title: | Chief Executive Officer | |||
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