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): June 28, 2022
Evolution Petroleum Corporation
(Exact name of registrant as specified in its charter)
001-32942
(Commission File Number)
| Nevada | 41-1781991 |
| (State or Other Jurisdiction of Incorporation) | (I.R.S. Employer Identification No.) |
| 1155 Dairy Ashford Road, Suite 425, Houston, Texas | 77079 |
| (Address of Principal Executive Offices) | (Zip Code) |
(713) 935-0122
(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 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)) |
Securities registered pursuant to Section 12(b) of the Act:
| Title of Each Class | Trading Symbol(s) | Name of Each Exchange On Which Registered | ||
| Common Stock, $0.001 par value | EPM | NYSE American |
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 July 5, 2022, the Company announced that Mr. Jason Brown, the President and Chief Executive Officer of Evolution Petroleum Corporation (the “Company”) is departing as the President and Chief Executive Officer of the Company to pursue other opportunities. In connection with Mr. Brown’s departure, the Board appointed Mr. Kelly W. Loyd interim President and Chief Executive Officer effective immediately. The Board intends to immediately initiate a search process.
Mr. Loyd, 48, has been a director of the Company since 2008 and currently chairs the Investment Committee of the Board. Since 2004, Mr. Loyd has been associated with Petralis Energy Partners, LLC and JVL Advisors, LLC, both being private energy investment vehicles. From 2001 to 2004, Mr. Loyd was an associate in the energy corporate finance investment banking group at RBC Capital Markets and Howard Frazier Barker Elliot. Previously, Mr. Loyd served as a founder and controller of L.A.B. Sports and Entertainment, a sports/entertainment promotion and production company, a Managing Partner of Tigre Leasing, L.L.P, a commercial real estate company focused on the purchase/sale of resort properties, and as an analyst in Jefferies and Company, Inc.'s energy corporate finance investment banking group. Mr. Loyd received a B.S. in Economics with Finance Applications from Southern Methodist University and earned an MBA from Rice University.
In conjunction with Mr. Loyd serving as interim President and Chief Executive Officer of the Company, he will receive cash compensation of $27,000 per month, in lieu of his regular board compensation, which is approximately the monthly cash equivalent to the current base pay paid to Mr. Brown for his service in those roles.
Mr. Loyd does not have any family relationship with any director or other executive officer of the Company, or person nominated or chosen by the Company to become a director or executive officer. In addition, there are no transactions in which Mr. Loyd had or will have a direct or indirect material interest that would be required to be reported under Item 404(a) of Regulation S-K.
| Item 7.01 | Regulation FD Disclosure. |
On July 5, 2022, the Company issued a press release relating to the events described in Item 5.02 above. A copy of the press release is furnished herewith as Exhibit 99.1.
| Item 9.01 | Financial Statements and Exhibits. |
(d) Exhibits
| Exhibit No. | Description |
| 99.1 | Evolution Petroleum Corporation Press Release dated July 5, 2022. |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL) |
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.
|
Evolution Petroleum Corporation (Registrant) | |||
| Date: | July 5, 2022 | By: | /s/ RYAN STASH |
| Name: | Ryan Stash | ||
| Title: | Senior Vice President and Chief Financial Officer | ||
Exhibit 99.1
Evolution Petroleum Announces Executive Change
HOUSTON, TX / ACCESSWIRE / July 5, 2022 / Evolution Petroleum (NYSE American:EPM) ("Evolution" or the "Company") announced today that its President and Chief Executive Officer, Jason Brown, is departing the Company in order to pursue other opportunities. The Board of Directors has elected Kelly Loyd, a current member of the Board of Directors, as interim Chief Executive Officer and will immediately initiate a search effort.
Robert Herlin, Chairman of the Board of Directors, commented “Jason was brought on board three years ago to substantially increase the Company’s scale and asset diversity. To that end, he has been very successful with the completion of four significant acquisitions completed prior to the substantial run-up in commodity prices over the last nine months: two natural gas and gas liquids-focused acquisitions in the Barnett and Jonah Fields and two oil-focused acquisitions in the Williston Basin and Hamilton Dome. In addition to low-decline producing reserves, the acquisitions brought an inventory of accretive development drilling locations that should have a positive impact on Evolution for years to come. We are appreciative of his contributions to the Company, particularly through the pandemic, and wish him well in his new endeavor.”
Mr. Loyd has been a director of the Company since 2008 and currently chairs the Investment Committee of the Board of Directors. Since 2004, Mr. Loyd has been associated with Petralis Energy Partners, LLC and JVL Advisors, LLC, both being private energy investment vehicles.
About Evolution Petroleum
Evolution Petroleum Corporation is an oil and natural gas company focused on delivering a sustainable dividend yield to its shareholders through the ownership of and investment in oil and natural gas properties onshore in the United States. The Company's long-term goal is to build a diversified portfolio of oil and natural gas assets primarily through acquisition, while seeking opportunities to maintain and increase production through selective development, production enhancement, and other exploitation efforts on its oil and natural gas properties. Assets include non-operated interests in the Barnett Shale in North Texas, the Jonah Field in Wyoming, the Williston Basin in North Dakota, a CO2 enhanced oil recovery project in Louisiana's Delhi field and a secondary recovery project in Wyoming's Hamilton Dome field. Additional information, including the Company's annual report on Form 10-K and its quarterly reports on Form 10-Q, is available on its website at http://www.evolutionpetroleum.com.
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Cautionary Statement
All forward-looking statements contained in this press release regarding current expectations, potential results and future plans and objectives of the Company involve a wide range of risks and uncertainties. Statements herein using words such as "believe," "expect," "plans," "outlook," "should," "will," and words of similar meaning are forward-looking statements. Although our expectations are based on business, engineering, geological, financial, and operating assumptions that we believe to be reasonable, many factors could cause actual results to differ materially from our expectations and we can give no assurance that our goals will be achieved. These factors and others are detailed under the heading "Risk Factors" and elsewhere in our periodic documents filed with the Securities and Exchange Commission. The Company undertakes no obligation to update any forward-looking statement.
Company Contacts
Robert Herlin, Chairman
Ryan Stash, SVP & CFO
(713) 935-0122
Bherlin@evolutionpetroleum.com
RStash@evolutionpetroleum.com
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