ENCANA CORP false 0001157806 0001157806 2019-09-10 2019-09-10

 

 

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

September 10, 2019

Date of Report (Date of earliest event reported)

 

Encana Corporation

(Exact name of registrant as specified in its charter)

 

Canada

 

1-15226

 

98-0355077

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

Suite 4400, 500 Centre Street SE, PO Box 2850

Calgary, Alberta, Canada, T2P 2S5

(Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code (403) 645-2000

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:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ 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 Shares

 

ECA

 

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  ☐

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.  ☐

 

 

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

Appointment of Certain Officers

On September 10, 2019, Encana Corporation (the “Corporation” or “Encana”) announced effective immediately the promotion of Michael McAllister to President and Greg Givens to Executive Vice-President & Chief Operating Officer.

Michael McAllister, age 61, joined the Corporation nearly 20 years ago and during the past six years served as Encana’s Executive Vice-President & Chief Operating Officer. In his new role as President, Mr. McAllister will continue to report to Mr. Suttles and will assume leadership responsibilities for the Company’s operations, exploration and land, marketing and midstream and corporate services. Mr. McAllister holds a Mechanical Engineering degree from Concordia University.

Greg Givens, age 46, is promoted to Executive Vice-President & Chief Operating Officer and will report to Mr. McAllister. Mr. Givens joined the Corporation in 2018 and previously served as Vice-President and General Manager of Texas Operations. Prior to Encana, Mr. Givens was a founding member and Vice President – Eagle Ford for EP Energy, responsible for EP Energy’s operations in the Eagle Ford play located in south Texas. He started his career more than 23 years ago with Sonat Exploration Company and its predecessor El Paso Production Company. Mr. Givens is an active member of the Society of Petroleum Engineers, currently serves on the Board of the Permian Basin Petroleum Association and recently served on Texas Oil and Gas Association board. He holds a degree in Petroleum Engineering from Texas A&M University and has an MBA from Rice University.

Mr. McAllister has previously entered into a Director and Officer Indemnification Agreement, the form of which is filed as Exhibit 10.25 to the Corporation’s Annual Report on Form 10-K for the year ended December 31, 2018, filed with the Securities and Exchange Commission on February 28, 2019. Mr. McAllister has also previously entered enter into an Amended and Restated Change in Control Agreement, effective February 14, 2018, which is filed as Exhibit 10.20 to the Corporation’s Annual Report on Form 10-K for the year ended December 31, 2018, filed with the Securities and Exchange Commission on February 28, 2019. In connection with his appointment as President, Mr. McAllister will be granted performance share units (“PSUs”) and stock options under the Corporation’s Omnibus Long-Term Incentive Plan, with a total grant date fair value of approximately C$537,500.

Mr. Givens will enter into a Director and Officer Indemnification Agreement, the form of which is filed as Exhibit 10.25 to the Corporation’s Annual Report on Form 10-K for the year ended December 31, 2018, filed with the Securities and Exchange Commission on February 28, 2019. Mr. Givens will also enter into a Change in Control Agreement, substantially similar to the agreements entered into between the Corporation and its executive officers, as described in the Corporation’s 2019 Proxy Statement for year ended December 31, 2018, filed with the Securities and Exchange Commission on March 14, 2019. In connection with his appointment as Executive Vice-President & Chief Operating Officer, Mr. Givens will be granted PSUs and stock appreciation rights under the Corporation’s Omnibus Long-Term Incentive Plan, with a total grant date fair value of approximately US$315,000.

Mr. McAllister will hold the position of President of the Corporation and Mr. Givens will hold the position of Executive Vice-President & Chief Operating Officer of the Corporation each for a term ending co-terminus with the term of corporate officers appointed by the Board, or until their resignation, death, removal from office or successor is appointed. There are no arrangements or understandings between Mr. McAllister or Mr. Givens and any other person pursuant to which they were appointed to their positions in the Corporation. There are no family relationships among any of the Corporation’s directors and executive officers. There are no transactions involving Mr. McAllister or Mr. Givens that require disclosure under Item 404(a) of Regulation S-K.

A copy of the news release issued by the Corporation on September 10, 2019 announcing the changes to its Executive Leadership Team, is furnished as part of this report and is attached as Exhibit 99.1.

ITEM 9.01 Financial Statements and Exhibits.

(d) Exhibits

Exhibit

No.

   

Exhibit Description

         
 

Exhibit 99.1

   

News Release dated September 10, 2019.

         
 

Exhibit 104

   

Cover Page Interactive Data File (embedded within the Inline XBRL document).

EXHIBIT INDEX

Exhibit

No.

   

Exhibit Description

         
 

Exhibit 99.1

   

News Release dated September 10, 2019.

         
 

Exhibit 104

   

Cover Page Interactive Data File (embedded within the Inline XBRL document).

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.

Dated September 12, 2019

ENCANA CORPORATION

(Registrant)

     

By:

 

/s/ Dawna I. Gibb

Name:

 

Dawna I. Gibb

Title:

 

Assistant Corporate Secretary

Exhibit 99.1

 

LOGO     news release

Encana Names Michael McAllister President; Brendan McCracken and Greg Givens Promoted to Executive Leadership Team

CALGARY, September 10, 2019 – Encana Corporation (NYSE, TSX: ECA) today announced changes to its Executive Leadership Team, including the promotion of Michael McAllister to president, Brendan McCracken to executive vice president – corporate development and external relations and Greg Givens to chief operating officer. These changes are effective immediately.

“Today’s news recognizes the important contributions that these leaders have had on the success of Encana, but more importantly, it represents the quality of our leadership and our preparedness for the future,” said Doug Suttles, Encana’s chief executive officer. We are fortunate to have a ‘deep bench’ at Encana and have worked to create a unique culture focused on constant innovation and operational excellence. I am excited about their new roles and am confident that they will create value for our owners on the road ahead.”

McAllister, with more than 30 years of industry experience, joined Encana nearly 20 years ago and previously served as Encana’s executive vice president and chief operating officer. In his new role as president, McAllister will continue to report to Suttles and will assume leadership responsibilities for the Company’s operations, exploration and land, marketing and midstream and corporate services. Through his tenure at Encana, McAllister has held positions of increasing responsibility and has been instrumental in leading the Company’s transformation to a top-tier, liquids-focused North American producer. He holds a Mechanical Engineering degree from Concordia University.

Brendan McCracken is promoted to executive vice president – corporate development and external affairs and will report to Suttles. In his new capacity, he will be responsible for leading business development and corporate strategy, investor relations, corporate communications and government affairs. He most recently served as vice president and general manager of Canadian operations. McCracken’s career with Encana has spanned 21 years after initially starting as a summer engineering student. He has held positions of increasing leadership responsibilities within Encana in both technical and commercial roles, as well as strategic planning and implementation. Under McCracken’s leadership, Encana’s Montney development has shown significant capital efficiency gains through the application of “best-in-class” operating practices. Brendan is a member of the Association of Professional Engineers & Geoscientists of Alberta. McCracken is active within, and outside of the oil and gas industry, most recently on the Board of Directors for the Calgary Philharmonic Orchestra. He graduated from Queen’s University with a Bachelor of Science degree in Mechanical Engineering and holds an MBA from the University of Oxford.

Greg Givens is promoted to chief operating officer and will report to McAllister. Givens joined Encana in 2018 and previously served as vice president and general manager of Texas Operations. In this role, he has managed the efficient development of Encana’s Eagle Ford and Permian Basin assets. Prior to Encana, Givens was a founding member and vice president – Eagle Ford for EP Energy. He started his career more than 23 years ago with Sonat Exploration Company and its predecessor El Paso Production Company. Givens is an active member of the Society of Petroleum Engineers, currently serves on the Board of the Permian Basin Petroleum Association and recently served on Texas Oil and Gas Association board. He holds a degree in Petroleum Engineering from Texas A&M University and has an MBA from Rice University.

Encana is a leading North American energy producer that is focused on developing its strong portfolio of resource plays, held directly and indirectly through its subsidiaries, producing oil, natural gas liquids and natural gas. By partnering with employees, community organizations and other businesses, Encana contributes to the strength and sustainability of the communities where it operates. Encana common shares trade on the Toronto and New York stock exchanges under the symbol ECA.

Further information on Encana Corporation is available on the company’s website, www.encana.com, or by contacting:

 

Investor contact:

 

(281) 210-5110

(403) 645-3550

   

Media contact:

 

(281) 210-5253

SOURCE: Encana Corporation