(Edgar Glimpses Via Acquire Media NewsEdge) Item 5.02 Departure of Directors or Principal Officers; Election of Directors;
Appointment of Principal Officers.
On May 19, 2014, the Board of Directors of Caprock Oil, Inc. (the "Company")
announced the election of Steven H. Mikel as President and Chief Executive
Officer. In the position of Chief Executive Officer, Mr. Mikel replaces D.
Hughes Watler, Jr., the Company's Chief Financial Officer, who has also been
serving as the Company's senior executive officer since April 2013. Mr. Watler
remains as Chief Financial Officer.
Mr. Mikel has over thirty years' experience in both the financial and operating
sides of the oil and gas business. From 2004 to 2011, he served as the President
and Chief Executive Officer of various private equity funded Chroma
companies. He also served as President and Chief Executive Officer of Southern
Mineral Corp. (a NASDAQ listed company) from January 1995 until its merger in
2001. He co-founded Resource Investors Management Company (RIMCO), an oil and
gas investment management company, in 1984, and served as its Managing Director
from October 1985 to April 1993. He began his career as a corporate finance
attorney in Hartford, Connecticut, and then worked in finance with Aetna Life
and Casualty, where he specialized in the natural resource industries. Mr.
Mikel received his B.A. and J.D. degrees from Syracuse University and his M.B.A.
from the University of Connecticut.
The Company and Mr. Mikel have entered into an employment agreement which has
been approved the Company's Board of Directors. Pursuant to this agreement, Mr.
Mikel will receive an annual salary of $120,000, which will be increased to
$200,000 per year once certain goals related to the Company's oil and gas
production volumes and net cash flow, as mutually agreed upon by Mr. Mikel and
the Board of Directors within the six month anniversary date of his employment,
have been met. He will also receive an initial grant of options to purchase
2,000,000 shares of the Company's Common Stock at an exercise price of $0.65 per
share. Of these options, 200,000 shares will vest immediately and the remaining
1,800,000 shares will vest ratably over a three year period. In the event of a
change of control of the Company, he will receive immediate vesting of all
unvested stock options.
Item 9.01 Financial Statement and Exhibits.
The following documents are filed herewith:
10.1 Employment Agreement, dated May 19, 2014, by and between Caprock Oil,
Inc. and Steven H. Mikel