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

 

June 15, 2019

Date of Report (Date of earliest event reported)

 

Bonanza Creek Energy, Inc.

(Exact name of registrant as specified in its charter)

 

Delaware

 

001-35371

 

61-1630631

(State or other jurisdiction of
incorporation or organization)

 

(Commission File No.)

 

(I.R.S. employer identification number)

 

410 17th Street, Suite 1400

Denver, Colorado 80202

(Address of principal executive offices, including zip code)

 

(720) 440-6100

(Registrant’s telephone number, including area code)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligations 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))

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class

 

Trading Symbol

 

Name of exchange on which
registered

Common Stock, par value $0.01 per share

 

BCEI

 

New York Stock Exchange

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

 

Emerging growth company      o

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.        o

 

 

 

 

Item 5.02       Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

 

On June 15, 2019, the Compensation Committee of the Board of Directors of Bonanza Creek Energy, Inc. (the “Company”), upon the recommendation of the Company’s President and Chief Executive Officer, determined to make certain revisions to the compensation of the Company’s Vice President and Chief Accounting Officer, Sandra K. Garbiso. On June 20, 2019, the Company and Ms. Garbiso entered into a letter agreement regarding the compensation changes (the “Letter Agreement”) which increased Ms. Garbiso’s annual base salary from $235,000 to $280,000, increased her annual target bonus under the Company’s Short Term Incentive Plan from 50% to 75% of her base salary (to be prorated for 2019) and increased her annual vacation time from four weeks to five weeks. The changes to Ms. Garbiso’s compensation are effective as of June 17, 2019.

 

The foregoing summary does not purport to be complete and is qualified in its entirety by reference to the Letter Agreement which is filed herewith as Exhibit 10.1 and incorporated by reference herein.

 

Item 9.01       Financial Statements and Exhibits.

 

(d)          Exhibits

 

Exhibit
Number

 

Description

 

 

 

10.1

 

Letter Agreement dated June 20, 2017 between Bonanza Creek Energy, Inc. and Sandra Garbiso

 

2

 

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.

 

 

Bonanza Creek Energy, Inc.

 

 

Dated: June 20, 2019

By:

/s/ Cyrus D. Marter IV

 

Name:

Cyrus D. Marter IV

 

Title:

Executive Vice President, General Counsel and Secretary

 

3

Exhibit 10.1

 

 

 

410 17th Street, Suite 1400

 

 

Denver, CO  80202

 

 

(720) 440-6100 phone

 

 

(720) 305-0804 fax

June 20, 2019

 

Hand Delivered

 

Ms. Sandra K. Garbiso

Vice President and Chief Accounting Officer

Bonanza Creek Energy, Inc.

410 17 th  Street, Suite 1400

Denver, CO 80202

 

Re:          Compensation Changes

 

Dear Sandi:

 

Thank you for your continued service to Bonanza Creek Energy, Inc. (the “ Company ”).  The Company is pleased to confirm the following positive changes to your compensation for your continued role as Vice President and Chief Accounting Officer:

 

·                   Effective June 17, 2019, an increase in your annual salary from $235,000 to $280,000, to be paid on a bi-weekly basis, subject to all withholdings, taxes, and deductions;

 

·                   An increase in your annual Short Term Incentive Plan (“ STIP ”) target bonus from 50% to 75% of your base salary, with such target to be prorated for purposes of the 2019 STIP, based on the June 17 date when your base salary and target bonus percentage were revised; and

 

·                   An increase in your annual available vacation time from four weeks to five weeks.

 

The Board may modify compensation and benefits from time to time in its sole discretion as it deems necessary.

 

The terms and conditions of employment set forth in this Employment Letter remain subject to your previously executed Employee Restrictive Covenants, Proprietary Information and Inventions Agreement.  You will continue to be expected to abide by the Company’s rules and regulations, as such may be modified by the Company from time to time.

 

Nothing in this letter is intended or should be construed as a contract of employment or agreement to any specified term of employment.  Your employment with the Company is and remains at-will.  You may terminate your employment with the Company at any time and for any reason whatsoever simply by notifying the Company.  Likewise, the Company may terminate your employment at any time and for any reason whatsoever, with or without cause or advance notice.

 

If you have any questions or need additional information, please feel free to contact me.  If you accept the terms of employment outlined in this letter, please execute where indicated below and return a copy of the executed letter to me.

 

 

 

 

/s/ Eric T. Greager

 

 

Eric T. Greager

 

 

President & Chief Executive Officer

 

 

 

Acknowledged and Agreed:

 

 

 

 

 

June 20, 2019

 

/s/ Sandra K. Garbiso

Dated

 

Sandra K. Garbiso