0001725526-19-000142.txt : 20190802 0001725526-19-000142.hdr.sgml : 20190802 20190802161509 ACCESSION NUMBER: 0001725526-19-000142 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20190802 ITEM INFORMATION: Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers FILED AS OF DATE: 20190802 DATE AS OF CHANGE: 20190802 FILER: COMPANY DATA: COMPANY CONFORMED NAME: HighPoint Resources Corp CENTRAL INDEX KEY: 0001725526 STANDARD INDUSTRIAL CLASSIFICATION: CRUDE PETROLEUM & NATURAL GAS [1311] IRS NUMBER: 823620361 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-38435 FILM NUMBER: 19996164 BUSINESS ADDRESS: STREET 1: 1099 18TH ST. STREET 2: SUITE 2300 CITY: DENVER STATE: CO ZIP: 80202 BUSINESS PHONE: 3033128548 MAIL ADDRESS: STREET 1: 1099 18TH ST. STREET 2: SUITE 2300 CITY: DENVER STATE: CO ZIP: 80202 FORMER COMPANY: FORMER CONFORMED NAME: Red Rider Holdco, Inc. DATE OF NAME CHANGE: 20171214 8-K 1 hpr-08022019x8kschindler.htm 8-K Document


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): August 2, 2019 (July 31, 2019)

HighPoint Resources Corporation
(Exact name of registrant as specified in its charter)

Delaware
 
333-222275
 
82-3620361
(State or other jurisdiction of
incorporation or organization)
 
(Commission File Number)
 
(IRS Employer Identification Number)

555 17th Street, Suite 3700
Denver, Colorado 80202
(Address of principal executive offices, including zip code)

(303) 293-9100
(Registrant's telephone number, including area code)

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
 
Name of each exchange on which registered
Common Stock, $.001 par value
 
HPR
 
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.

On July 31, 2019, HighPoint Resources Corporation (the “Company”) announced that Troy L. Schindler, Senior Vice President-Operations of the Company, will separate from his position with the Company on or about September 13, 2019 (the “Separation Date”). The separation constitutes termination without “Cause” as defined in the Change in Control Severance Protection Agreement between Mr. Schindler and the Company, and Mr. Schindler’s separation is not the result of any disagreement with the Company.

Upon Mr. Schindler entering into a Release and Confidentiality Agreement with the Company, pursuant to the existing employment arrangements:

•
Mr. Schindler will receive cash severance in the amount of $1,297,975.
•
On the Separation Date, all unvested restricted stock awards will vest.
•
Mr. Schindler will receive twenty-four months of health and welfare benefits.
•
Mr. Schindler will release and discharge the Company from any and all claims arising or occurring prior to the Separation Date.
•
Mr. Schindler will hold in strict confidence any confidential information related to the Company. 

Mr. Schindler’s duties will be split among Paul Geiger, the Company’s Chief Operating Officer, and Mr. Schindler’s direct reports.


 





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.



Date:
August 2, 2019
 
HIGHPOINT RESOURCES CORPORATION
 
 
 
 
 
 
 
 
 
 
 
 
 
By:
/s/ Kenneth A. Wonstolen
 
 
 
 
Kenneth A. Wonstolen
 
 
 
 
Senior Vice President - General Counsel; and Secretary