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): February 9, 2011
GRAN TIERRA ENERGY
INC.
(Exact
name of Registrant as specified in its charter)
|
Nevada
|
98-0479924
|
|
(State
or other jurisdiction of incorporation)
|
(I.R.S.
Employer Identification No.)
|
Commission file
number: 000-52594
300, 611
- 10th Avenue S.W.
Calgary,
Alberta, Canada T2R 0B2
(Address
of principal executive offices and zip code)
Registrant's telephone number,
including area code: (403) 265-3221
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 (see General Instruction A.2. below):
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 Principal Officers; Election of Directors; Appointment of Principal
Officers; Compensatory Arrangements of Certain Officers
Cash Compensation
Cash Bonuses
On February 3, 2011, the Board of
Directors of Gran Tierra Energy Inc. (the “Company”), upon the recommendation of
the Compensation Committee, approved the following cash bonuses for the
following Named Executive Officers of the Company with respect to performance
for fiscal year 2010:
|
Name
|
2010
Bonus
|
|
Dana Coffield
President and Chief Executive
Officer
|
$238,000* ($239,292
USD)
|
|
Shane O’Leary
Chief Operating
Officer
|
$185,000* ($186,004
USD)
|
|
Martin Eden
Chief Financial
Officer
|
$162,000* ($162,880
USD)
|
|
Rafael Orunesu
President, Gran Tierra Energy
Argentina
|
$104,861
USD
|
|
Júlio César
Moreira
President, Gran Tierra Energy
Brazil
|
R$295,575(1) ($177,395
USD)
|
|
Julian Garcia
President, Gran Tierra Energy
Columbia
|
COL$300,000,000(2) ($156,741
USD)
|
*Denotes
amount in Canadian dollars. Amount in parentheses denotes U.S.
dollars at an exchange rate of $1.01 as of December 31, 2010.
(1)
Denotes amount in Brazilian Real (the home country currency for the executive
officer). Amount in parenthesis denotes U.S. dollars of R$295,575 at
an exchange rate of $0.60 as of December 31, 2010.
(2)
Denotes amount in Colombian Pesos (the home country currency for the executive
officer). Amount in parenthesis denotes U.S. dollars of
COL$300,000,000 at an exchange rate of $0.0005 as of December 31,
2010.
1
Fiscal Year 2011 Compensation
Arrangements
On
February 3, 2011, the Board of Directors of the Company approved the following
2011 base salaries and target bonuses for the following Named Executive Officers
of the Company, effective as of January 1, 2011:
|
Name
|
Base Salary
|
Target Bonus(3)
|
|
Dana Coffield
President and Chief Executive
Officer
|
$355,000*
($356,927
USD)
|
80%
|
|
Shane O’Leary
Chief Operating
Officer
|
$306,000*
($307,661
USD)
|
70%
|
|
Martin Eden
Chief Financial
Officer
|
$272,000*
($273,477
USD)
|
70%
|
|
Rafael Orunesu
President, Gran Tierra Energy
Argentina
|
$289,338 USD
|
60%
|
|
Júlio César
Moreira
President, Gran Tierra Energy
Brazil
|
R$543,311(1)
($326,078
USD)
|
60%
|
|
Julian Garcia
President, Gran Tierra
Energy
Columbia
|
COL$644,567,219(2)
($336,768
USD)
|
60%
|
* Denotes amount in Canadian
dollars. Amount in parentheses denotes U.S. dollars at an exchange
rate of $1.01 as of December 31, 2010.
(1)
Denotes amount in Brazilian Real (the home country currency for the executive
officer). Amount in parenthesis denotes U.S. dollars of R$543,311 at
an exchange rate of $0.60 as of December 31, 2010.
(2)
Denotes amount in Colombian Pesos (the home country currency for the executive
officer). Amount in parenthesis denotes U.S. dollars of
COL$644,567,219 at an exchange rate of $0.0005 as of December 31,
2010.
(3) Target
bonus amounts are expressed as a percentage of the corresponding 2011 base
salary.
2
Equity
Grants
On February 3, 2011, the Board of
Directors of the Company approved, under the Company’s 2007 Equity Incentive
Plan, as amended, the following grants of non-statutory stock options (“NSOs”)
for shares of common stock of the Company to the following Named Executive
Officers of the Company:
|
Name
|
Number
of
shares
underlying
stock
option
|
Grant
Date
|
Vesting
Date
|
Exercise
Price
|
|
Dana
Coffield
President
and Chief Executive Officer
|
375,000
|
(1)
|
(2)
|
(3)
|
|
Shane
O’Leary
Chief
Operating Officer
|
275,000
|
(1)
|
(2)
|
(3)
|
|
Martin
Eden
Chief
Financial Officer
|
200,000
|
(1)
|
(2)
|
(3)
|
|
Rafael
Orunesu
President,
Gran Tierra Energy Argentina
|
75,000
|
(1)
|
(2)
|
(3)
|
|
Júlio
César Moreira
President,
Gran Tierra Energy Brazil
|
125,000
|
(1)
|
(2)
|
(3)
|
|
Julian
Garcia
President,
Gran Tierra Energy Colombia
|
125,000
|
(1)
|
(2)
|
(3)
|
(1) The
grant date will occur on the third business day after general public release of
the Company’s annual revenues for the fiscal year ended December 31,
2010.
(2)The
option will have a three-year vesting period commencing on the grant
date, 1/3rd of the shares vest and become exercisable one year after
the grant date; 1/3rd of the shares vest and become exercisable two years after
the grant date and 1/3rd of the shares vest and become exercisable three years
after the grant date.
(3) The
exercise price will be determined on the grant date.
3
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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Dated: February
9, 2011
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GRAN
TIERRA ENERGY INC.
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||
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By:
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/s/
Martin H. Eden
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Martin
H. Eden
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|||
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Chief
Financial Officer
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