UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
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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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Securities registered pursuant to Section 12(b) of the Securities Exchange Act of 1934: | ||||
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).
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.
As previously announced, Thomas P. Chambers, our former Senior Vice President and Chief Financial Officer, retired from the Company on December 31, 2020. Mr. Chambers ceased serving as the Company’s Senior Vice President and Chief Financial Officer, effective May 11, 2020 and, since that time, Mr. Chambers has served as Senior Advisor to the Company’s Chairman and Chief Executive Officer, working on strategic projects and helping to ensure an orderly transition of his duties to Neal D. Shah, our current Senior Vice President and Chief Financial Officer.
In connection with his retirement, and in accordance with the Company’s existing executive retirement guidelines previously approved by the Compensation Committee of the Company’s Board of Directors, the Company entered into a transition agreement with Mr. Chambers on January 4, 2021, pursuant to which equity incentive awards held by Mr. Chambers under the Company’s Long Term Incentive Plan that have been outstanding for at least one year from the applicable grant date will be settled in accordance with their existing schedule, and any such equity awards that are subject to performance-based vesting conditions will vest only to the extent the applicable performance goals are achieved. In consideration for Mr. Chambers’ extended transition period and his additional responsibilities and contributions in supporting the Company through the impact of the COVID-19 pandemic during such period, consistent with our executive retirement guidelines, Mr. Chambers will receive a one-time cash payment of $410,483.
The above-described transition benefits are subject to Mr. Chambers’ execution and non-revocation of a release of claims, as well as compliance with certain restrictive covenants, including perpetual confidentiality restrictions and non-competition and employee non-solicitation/no-hire restrictions through the one-year anniversary of the final settlement date of Mr. Chamber’s eligible equity awards (as described above).
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Date: January 8, 2021
KOSMOS ENERGY LTD. | ||
By: | /s/ Jason E. Doughty | |
Jason E. Doughty | ||
Senior Vice President, General Counsel and Corporate Secretary |
Cover |
Jan. 04, 2021 |
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Cover [Abstract] | |
Document Type | 8-K |
Amendment Flag | false |
Document Period End Date | Jan. 04, 2021 |
Entity File Number | 001-35167 |
Entity Registrant Name | KOSMOS ENERGY LTD. |
Entity Central Index Key | 0001509991 |
Entity Tax Identification Number | 98-0686001 |
Entity Incorporation, State or Country Code | DE |
Entity Address, Address Line One | 8176 Park Lane |
Entity Address, City or Town | Dallas |
Entity Address, State or Province | TX |
Entity Address, Postal Zip Code | 75231 |
City Area Code | 214 |
Local Phone Number | 445-9600 |
Written Communications | false |
Soliciting Material | false |
Pre-commencement Tender Offer | false |
Pre-commencement Issuer Tender Offer | false |
Title of 12(b) Security | Common Stock, $0.01 Par Value |
Trading Symbol | KOS |
Security Exchange Name | NYSE |
Entity Emerging Growth Company | false |
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