Current Report Filing (8-k)
07 April 2022 - 11:27PM
Edgar (US Regulatory)
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2022-04-07 iso4217:USD xbrli:shares iso4217:USD xbrli:shares
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):
April 7, 2022
AMPLIFY ENERGY CORP.
(Exact Name of Registrant as Specified in Charter)
Delaware |
|
001-35512 |
|
82-1326219 |
(State or Other
Jurisdiction
of
Incorporation
or Organization)
|
|
(Commission
File Number)
|
|
(I.R.S.
Employer
Identification
No.)
|
500 Dallas Street,
Suite 1700
Houston,
Texas
|
|
77002 |
(Address of
Principal Executive Offices) |
|
(Zip
Code) |
Registrant’s telephone number, including area code: (713)
490-8900
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 (see General Instruction A.2.
below):
¨ |
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 Stock |
AMPY |
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. |
(d) On April 7, 2022, the board of directors (the
“Board”) of Amplify Energy Corp. (the “Company”) appointed Deborah
G. Adams and Eric T. Greager to the Board, effective immediately.
Ms. Adams has also been appointed to the nominating and
governance committee of the Board, and Mr. Greager has also
been appointed to the compensation committee of the Board.
There is no arrangement or understanding between each of
Ms. Adams and Mr. Greager and any other persons pursuant
to which each was selected as a director of the Company. The
Company is not aware of any transaction in which either
Ms. Adams or Mr. Greager has an interest requiring
disclosure under Item 404(a) of Regulation S-K.
Ms. Adams and Mr. Greager will be entitled to receive the standard
annual cash and equity compensation paid to all non-employee
directors of the Company. Non-employee directors are also
reimbursed for all out-of-pocket expenses in connection with
attending meetings of the Board and its committees.
Additionally, each director
entered into an indemnification agreement substantially similar to
the indemnification agreements that have been entered into with
each of the other executive officers and directors of the
Company.
Item 7.01. |
Regulation FD Disclosure. |
On April 7, 2022, the Company issued a press release
announcing the events described in Item 5.02 of this Current Report
on Form 8-K. A copy of the press release is attached hereto as
Exhibit 99.1.
The information contained in this Item 7.01 shall not be deemed to
be “filed” for purposes of Section 18 of the Securities
Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise
subject to the liabilities of that section, and shall not be deemed
to be incorporated by reference into any of the Company’s filings
under the Securities Act of 1933, as amended, or the Exchange Act,
whether made before or after the date hereof and regardless of any
general incorporation language in such filings, except to the
extent expressly set forth by specific reference in such a
filing.
Item 9.01. |
Financial Statements and Exhibits. |
(d) Exhibits.
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.
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Dated:
April 7, 2022 |
AMPLIFY
ENERGY CORP. |
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|
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By: |
/s/
Martyn Willsher |
|
|
Name: |
Martyn
Willsher |
|
|
Title: |
President
and Chief Executive Officer |
Amplify Energy (NYSE:AMPY)
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