0001165527-14-000042.txt : 20140117
0001165527-14-000042.hdr.sgml : 20140117
20140117161623
ACCESSION NUMBER: 0001165527-14-000042
CONFORMED SUBMISSION TYPE: 8-K
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20140113
ITEM INFORMATION: Unregistered Sales of Equity Securities
ITEM INFORMATION: Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers
FILED AS OF DATE: 20140117
DATE AS OF CHANGE: 20140117
FILER:
COMPANY DATA:
COMPANY CONFORMED NAME: Baron Energy Inc.
CENTRAL INDEX KEY: 0001410012
STANDARD INDUSTRIAL CLASSIFICATION: CRUDE PETROLEUM & NATURAL GAS [1311]
IRS NUMBER: 260582528
STATE OF INCORPORATION: NV
FISCAL YEAR END: 0731
FILING VALUES:
FORM TYPE: 8-K
SEC ACT: 1934 Act
SEC FILE NUMBER: 333-146627
FILM NUMBER: 14535320
BUSINESS ADDRESS:
STREET 1: 300 S. C.M. ALLEN PARKWAY
STREET 2: SUITE 400
CITY: SAN MARCOS
STATE: TX
ZIP: 78666
BUSINESS PHONE: 512-392-5775
MAIL ADDRESS:
STREET 1: 300 S. C.M. ALLEN PARKWAY
STREET 2: SUITE 400
CITY: SAN MARCOS
STATE: TX
ZIP: 78666
FORMER COMPANY:
FORMER CONFORMED NAME: Nevwest Explorations Corp.
DATE OF NAME CHANGE: 20070816
8-K
1
g7246.txt
CURRENT REPORT DATED 1-13-14
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): January 13, 2014
Commission File Number 333-146627
BARON ENERGY, INC.
(Exact name of registrant as specified in its charter)
NEVADA 26-0582528
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification Number)
300 S.C.M. Allen Parkway
Suite 400
San Marcos, TX 78666
(Address of principal executive offices) (Zip Code)
(512) 392-5775
Registrant's telephone number, including area code
Securities registered pursuant to Section 12(b) of the Act: None
Securities registered pursuant to Section 12(g) of the Act: None
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligations 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))
ITEM 3.02 UNREGISTERED SALES OF EQUITY SECURITIES.
On January 13, 2014, the board of directors of Baron Energy, Inc. ("our,
"us") authorized the issuance of 2,463,054 shares of our common stock to our
Chairman, President, and CEO, Ronnie L. Steinocher, in lieu of $100,000 of cash
compensation, leaving $110,000 owed through December 31, 2013. The price per
share of $0.0406 was based on the average closing price of our common stock for
the last five trading days in December 2013.
On January 13, 2014, the board of directors of Baron Energy, Inc. ("our,
"us") authorized the issuance of 2,463,054 shares of our common stock to our
Executive Vice President and CFO, Lisa P. Hamilton, in lieu of $100,000 of cash
compensation, leaving $125,250 owed through December 31, 2013. The price per
share of $0.0406 was based on the average closing price of our common stock for
the last five trading days in December 2013.
The shares were issued pursuant to the exemption provided by Section 4(2)
of the Securities Act for transactions by an issuer not involving a public
offering. The recipient of our securities is an "accredited investor" and he
took them for investment purposes without a view to distribution. Furthermore,
he had access to information concerning us and our business prospects; there was
no general solicitation or advertising for the purchase of our securities; and
the securities are restricted pursuant to Rule 144.
ITEM 5.02 DEPARTURE OF DIRECTORS OR CERTAIN OFFICERS; ELECTION OF DIRECTORS;
APPOINTMENT OF CERTAIN OFFICERS; COMPENSATORY ARRANGEMENTS OF
CERTAIN OFFICERS.
The disclosure set forth under Item 3.02 to this Current Report on Form 8-K
is incorporated herein by reference
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant duly caused this report to be signed on its behalf by the undersigned
hereunto duly authorized.
BARON ENERGY, INC.
Date: January 17, 2014 By: /s/ Ronnie L. Steinocher
-----------------------------------------
Name: Ronnie L. Steinocher
Title: President and Chief Executive Officer
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