Attached files
| file | filename |
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| EX-10.2 - EX-10.2 - Pernix Group, Inc. | a14-20913_1ex10d2.htm |
| EX-10.1 - EX-10.1 - Pernix Group, Inc. | a14-20913_1ex10d1.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): September 8, 2014
PERNIX GROUP, INC.
(Exact Name of Registrant as Specified in Charter)
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Delaware |
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333-92445 |
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36-4025775 |
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(State or Other Jurisdiction of Incorporation) |
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(Commission File Number) |
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(I.R.S. Employer Identification No.) |
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151 E. 22nd Street Lombard, Il. |
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60148 |
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(Address of Principal Executive Offices) |
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(Zip Code) |
(630) 620-4787
(Registrant’s telephone number, including area code)
(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 (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 CERTAIN OFFICERS; ELECTION OF DIRECTORS; APPOINTMENT OF CERTAIN OFFICERS; COMPENSATORY ARRANGEMENTS OF CERTAIN OFFICERS.
(e) As approved by the Compensation Committee of the Board of Directors (the “Board”) of Pernix Group, Inc. (the “Company”), on September 8, 2014, a stock option grant (the “Employee Stock Option Grant”) of 1,000,000 stock options with a three year vesting period was awarded to the President and Chief Executive Officer in light of an independent compensation study recently commissioned by the Company’s Board. The Board has approved the grant award to better align the total compensation package of the Company’s President and CEO with that of peers outlined in the compensation study. The preceding summary is qualified in its entirety by reference to the terms applicable to these awards as attached as Exhibit 10.2 to this report and incorporated herein by reference. The Employee Stock Option Grant is awarded under the Company’s 2014 Equity Incentive Plan (EIP).
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS
(d) Exhibits.
The following documents are filed herewith:
Exhibit 10.1 Employee Stock Option Grant Award
Exhibit 10.2 Form of Employee Stock Option Award Notice and Agreement.
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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PERNIX GROUP, INC. | |
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By: |
/s/ Nidal Z. Zayed |
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Nidal Z. Zayed |
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President and Chief Executive Officer |
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By: |
/s/ Gregg D. Pollack |
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Gregg D. Pollack |
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Vice President — Administration and Chief Financial Officer |
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By: |
/s/ Carol J. Groeber |
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Carol J. Groeber |
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Corporate Controller and Principal Accounting Officer |
Dated: September 12, 2014