Item 5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers.
Departure of Mr. Paul D. McKinney as President, Chief Executive Officer and
Director
On December 12, 2019, Paul D. McKinney, President and Chief Executive Officer of
SandRidge Energy, Inc. ("SandRidge" or the "Company"), tendered his resignation
from the Company, effective December 12, 2019.
In connection with his resignation, Mr. McKinney also tendered his resignation
as a director of the Company and as a director, member or partner of any and all
subsidiaries of the Company. Mr. McKinney's resignation from the Board of
Directors (the "Board") of the Company, which was also effective December 12,
2019, was not the result of any disagreement with the Company on any matter
relating to the Company's operations, policies or practices.
In connection with the termination of his employment, the Company entered into a
separation agreement substantially in the form of that attached to the SandRidge
Energy, Inc. Special Severance Plan (the "Plan"), as amended, with the following
material severance terms, which are in lieu of the severance terms provided
under the Plan:
• A lump sum cash payment equal to $300,000;
• Immediate vesting of all outstanding stock option awards granted under
the 2016 Omnibus Incentive Plan; and
• A $1,500 healthcare benefits stipend.
The foregoing is qualified in its entirety by reference to the full text of the
separation agreement attached as Exhibit A-1 to the Plan, which was filed with
the Securities and Exchange Commission (the "Commission") on May 9, 2019 as
Exhibit 10.3.7 to the Company's Quarterly Report on Form 10-Q for the three
months ended on March 31, 2019, which is incorporated herein by reference.
Appointment of Mr. John P. Suter as Interim President and Chief Executive
Officer
Effective as of December 12, 2019, the Board appointed John P. Suter, Executive
Vice President and Chief Operating Officer since December 1, 2016, to serve as
the Company's Interim President and Chief Executive Officer.
Mr. Suter, age 59, joined SandRidge in April 2015 as Senior Vice President of
Mid-Continent Operations, bringing with him extensive experience in the
exploration and production sector, including most recently serving as Vice
President of the Woodford business unit at American Energy Partners, LP from
November 2013. From May 2010 to September 2013, he served as Vice President of
Operations for Chesapeake Energy Corporation's Western Division, and before
that, as Chesapeake's District Manager for the Barnett Shale and Southern
Oklahoma assets. Before joining Chesapeake Energy, Mr. Suter served in various
operational roles at Continental Resources, Inc., Cabot Oil & Gas Corporation
and Petro-Lewis Corporation. He holds a Bachelor of Science degree in Petroleum
Engineering from Texas Tech University.
It is anticipated that Mr. Suter's compensation arrangements will continue
pursuant to the employment agreement he entered into with the Company in
connection with his appointment as the Company's Executive Vice President and
Chief Operating Officer, the terms of which were previously disclosed in the
Company's Current Report on Form 8-K filed with the Commission on November 10,
2016. This summary is qualified in its entirety by reference to the full text of
the 2015 Form of Employment Agreement for Executive Vice Presidents and Senior
Vice Presidents, which was filed with the Commission on November 5, 2015 as
Exhibit 10.3.4 to the Company's Quarterly Report on Form 10-Q for the three
months ended on September 30, 2015.
There are no arrangements or understandings between Mr. Suter and any other
person pursuant to which Mr. Suter was appointed as an executive officer of the
Company, and there are no relationships between Mr. Suter and the Company that
would require disclosure under Item 404(a) of Regulation S-K of the Securities
Exchange Act of 1934, as amended.
Item 7.01 Regulation FD Disclosure.
On December 13, 2019, SandRidge issued a press release announcing initiatives to
improve shareholder value, including the evaluation of minimal 2020 capex and
the appointment of John Suter as Interim President and Chief Executive Officer
following the resignation of Mr. McKinney. The press release is attached hereto
as Exhibit 99.1 and is incorporated herein by reference.
--------------------------------------------------------------------------------
In accordance with General Instruction B.2 of Form 8-K, the information included
with respect to this Item 7.01, including Exhibits 99.1, shall not be deemed
"filed" for the purposes of Section 18 of the Securities Exchange Act of 1934
(the "Exchange Act") or otherwise subject to the liabilities of that section,
nor shall such information, including Exhibits 99.1, be deemed incorporated by
reference into any filing under the Securities Act of 1933 or the Exchange Act,
except as shall be expressly set forth by specific reference in such filing.
Forward-Looking Statements
This Current Report on Form 8-K contains forward-looking statements including,
but not limited to, statements related to expectations about the hiring of a
permanent President and Chief Executive Officer, the future results and benefits
of announced initiatives and future financial results and operational plans.
Forward-looking statements are subject to a number of risks and uncertainties
that could cause actual results to differ materially from the Company's
expectations, including risks and uncertainties described in the Company's
Annual Report on Form 10-K, the Company's Quarterly Reports on Form 10-Q filed
after such form 10-K, and in any subsequent filings with the SEC. These
forward-looking statements speak only as of the date of this Current Report on
Form 8-K, and the Company disclaims any intent or obligation to update these
forward-looking statements to reflect events or circumstances after the date of
such statements, except as may be required by law.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
Exhibit
No. Description
99.1 Press release dated December 13, 2019 announcing initiatives to
improve shareholder value, including the evaluation of minimal 2020
capex and the appointment of John Suter as Interim President and Chief
Executive Officer following the resignation of Mr. McKinney.
--------------------------------------------------------------------------------
© Edgar Online, source Glimpses
SANDRIDGE ENERGY, INC. 
