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 Earliest Event Reported:  February 23 , 2011

 

Intrepid Potash, Inc.
(Exact name of registrant as specified in its charter)

 

Delaware

 

001-34025

 

26-1501877

(State or other jurisdiction

 

(Commission

 

(IRS Employer

of incorporation)

 

File Number)

 

Identification No.)

 

707 17th  Street, Suite 4200
Denver, Colorado  80202
(Address of principal executive offices, including zip code)

 

(303) 296-3006
  (Registrant’s 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 210.14d-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 Arrangement of Certain Officers.

 

On February 23, 2011, Intrepid Potash, Inc. (the “Corporation”) entered into an Amendment to Employment Agreement (the “Amendment”) with Robert P. Jornayvaz III, which amends his employment agreement which was last amended and restated on May 19, 2010 (the “Employment Agreement”).  The Amendment eliminates all automatic extensions to the original 18-month term of employment contained in the Employment Agreement and instead sets a fixed 35–month term of employment measured from May 19, 2010.  All other terms and provisions of the Employment Agreement remain substantially as described under Item 1.01 of the Corporation’s Current Report on Form 8-K that was filed with the U.S. Securities and Exchange Commission on May 19, 2010.

 

A copy of the Amendment is filed as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated by reference herein.

 

Item 9.01

 

Financial Statements and Exhibits

 

 

 

(d)

 

Exhibits

 

Exhibit No.

 

Description

 

 

 

10.1

 

Amendment to Employment Agreement, dated as of February 23, 2011, by and between Intrepid Potash, Inc. and Robert P. Jornayvaz III.

 

2


 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the Company has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

 

 

INTREPID POTASH, INC.

 

 

 

 

 

 

Dated: March 1, 2011

By:

/s/ Geoffrey T. Williams, Jr.

 

 

Geoffrey T. Williams, Jr.

 

 

Corporate Counsel and Secretary

 

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Exhibit 10.1

 

AMENDMENT TO EMPLOYMENT AGREEMENT

 

AMENDMENT TO EMPLOYMENT AGREEMENT (this “ Amendment ”) dated February 23, 2011, between Intrepid Potash, Inc., a Delaware corporation, having its principal executive offices in Denver, Colorado, (the “ Company ”) and Robert P. Jornayvaz III (“ Executive ”).

 

RECITALS

 

A.                                     Executive is the current Executive Chairman of the Board and is serving in such capacity on terms and conditions set forth in an employment agreement with the Company that was last amended and restated on May 19, 2010 (the “ 2010 Employment Agreement ”).

 

B.                                     Executive and the Company wish to amend the 2010 Employment Agreement to change certain terms and conditions of Executive’s employment with the Company.

 

C.                                     The Company and Executive wish to enter into this Amendment to memorialize such changes to Executive’s employment with the Company.

 

AGREEMENT

 

In consideration of the mutual promises and agreements set forth below, the Company and Executive agree as follows:

 

1.                                        Paragraph 1 of the 2010 Employment Agreement, regarding the contractual term of employment, is hereby amended and restated in its entirety to read as follows:

 

“                                          1.                                       TERM OF EMPLOYMENT :   Subject to the terms of this Amended Agreement, the Company agrees to continue to employ Executive, and Executive hereby accepts such continued employment, effective as of May 19, 2010 (the “ Effective Date ”).  Executive’s employment shall be for a term of 35-months, subject to earlier termination as provided in paragraph 4, herein (the “ Term ”).”

 

2.                                        Except as expressly modified herein, the terms and conditions of the 2010 Employment Agreement are unchanged and remain in full force and effect.

 


 

IN WITNESS WHEREOF, the Company and Executive, intending to be legally bound, have executed this Amendment on the day and year first above written, to be effective for all purposes on such date.

 

 

 

INTREPID POTASH, INC.

 

 

 

 

 

By:

/s/ James N. Whyte

 

 

Name:

James N. Whyte

 

 

Title:

Executive Vice President of Human Resources and Risk Management

 

 

 

 

 

 

 

 

 

ROBERT P. JORNAYVAZ III

 

 

 

 

 

/s/ Robert P. Jornayvaz III

 

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