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): February 22, 2018
MURPHY OIL CORPORATION
(Exact name of registrant as specified in its charter)
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Delaware |
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1-8590 |
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71-0361522 |
(State or other jurisdiction of incorporation) |
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(Commission File Number) |
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(I.R.S. Employer Identification No.) |
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300 Peach Street |
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P.O. Box 7000, El Dorado, Arkansas |
71730-7000 |
(Address of principal executive offices) |
(Zip Code) |
Registrant’s telephone number, including area code 870-862-6411 |
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):
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
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 |
On February 21, 2018, Murphy Oil Corporation (the “Company”) announced that David R. Looney has been elected by the Company’s Board of Directors (the “Board”) to serve as Executive Vice President and Chief Financial Officer effective March 1, 2018. Mr. Looney will succeed John W. Eckart who previously announced his intention to retire from the Company later this year. Mr. Eckart will relinquish his position as Chief Financial Officer on March 1, 2018, but continue in active service for a period of time to assist in the transition.
Mr. Looney’s compensation will include a base salary of $650,000, which will be reviewed annually, and he will be eligible to participate in the Company’s annual incentive plan with a target opportunity of 85% of his base salary. Mr. Looney will also participate in the Company’s long-term incentive plan, and will receive an initial equity award on his hire date with a grant date value equal to $2,925,000, with 25% of the total value granted as time-based restricted stock units vesting on March 1, 2021 and 75% of the total value granted as performance-based restricted stock units vesting on February 6, 2021, subject to the achievement of performance criteria. Any future equity awards will be at the discretion of the Executive Compensation Committee of the Board. Mr. Looney will also receive a one-time cash payment of $150,000 to cover Mr. Looney’s relocation costs and forgone compensation from his prior employer, payable within 45 days of his hire date.
Item 9.01 Financial Statements and Exhibts
(d) Exhibits
99.1A news release dated February 21, 2018 announcing details of this matter is attached hereto as Exhibit 99.1.
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.
MURPHY OIL CORPORATION |
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By: |
/s/ Christopher D. Hulse |
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Christopher D. Hulse |
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Vice President and Controller |
Date: February 22, 2018
MURPHY OIL CORPORATION BOARD OF DIRECTORS ELECTS
DAVID R. LOONEY EXECUTIVE VICE PRESIDENT AND CFO
TO SUCCEED JOHN W. ECKART
EL DORADO, Arkansas, February 21, 2018 – Murphy Oil Corporation (NYSE: MUR) announced today that David R. Looney has been elected by the company’s Board of Directors to serve as Executive Vice President and Chief Financial Officer effective March 1, 2018. Mr. Looney will succeed John W. Eckart who previously announced his intention to retire from the company later this year. Mr. Eckart will relinquish his position as Chief Financial Officer on March 1, 2018, but continue in active service for a period of time to assist in the transition.
Mr. Looney is an experienced financial executive with a broad range of leadership roles at both offshore deepwater Gulf of Mexico and U.S. onshore unconventional exploration and production companies. Over his 38-year career, he has a proven track record and extensive knowledge in managing a broad spectrum of financial functions including accounting, financial reporting and tax; treasury, corporate finance and risk management; corporate development; corporate planning; and corporate audit for public and private companies. Beginning his career in the commercial and investment banking industry, Mr. Looney specialized in the financing of various exploration and production companies as well as other energy businesses. Mr. Looney received his Bachelor of Science, Applied Mathematics and Masters of Science in Economics, both from Texas A&M University.
“We are pleased to welcome David to the Murphy Oil Corporation leadership team and look forward to leveraging his deep experience and wealth of knowledge to guide the financial strategy of our company. David is an experienced chief financial officer who is well-known in the energy markets and we now look to him to continue our ongoing commitment to financial discipline,” stated Roger W. Jenkins, President and Chief Executive Officer. “We want to recognize and thank John for the substantial contributions he has made to Murphy Oil Corporation over his multi-decade career as auditor, controller and ultimately chief financial officer. We wish him all the best on his pending retirement.”
“It is truly an honor and a privilege to assume the Chief Financial Officer role at Murphy Oil Corporation,” stated Mr. Looney, “The history, culture, and broad global asset base combine to
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make Murphy unique among the exploration and production landscape. I look forward to working with Roger and the entire team at Murphy.”
ABOUT MURPHY OIL CORPORATION
Murphy Oil Corporation is a global independent oil and natural gas exploration and production company. The company’s diverse resource base includes offshore production in Southeast Asia, Canada and Gulf of Mexico, as well as North America onshore plays in the Eagle Ford Shale, Kaybob Duvernay and Montney. Additional information can be found on the company’s website at http://www.murphyoilcorp.com.
Investor Contacts:
Kelly Whitley, kelly_whitley@murphyoilcorp.com, 281-675-9107
Amy Garbowicz, amy_garbowicz@murphyoilcorp.com, 281-675-9201
Emily McElroy, emily_mcelroy@murphyoilcorp.com, 870-864-6324
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