8-K

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 11, 2019

CONTURA ENERGY, INC.

(Exact Name of Registrant as Specified in Charter)

Delaware

(State or Other Jurisdiction of Incorporation)

001-38735		81-3015061
(Commission File Number)		(IRS Employer Identification No.)
	340 Martin Luther King Jr. Blvd. Bristol, Tennessee 37620
(Address of Principal Executive Offices, zip code)
	(423) 573-0300
	(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(s)	Name of each exchange on which registered
Common Stock	CTRA	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.

Board Reconfiguration

On August 12, 2019, the board of directors (the “Board”) of Contura Energy, Inc. (the “Company”) unanimously voted to reduce the size of the Board from nine directors to five directors, including one vacancy. The Board reserved the ability to increase the size of the Board and appoint and elect additional members to the Board in the future. In order to assist with this reconfiguration of the Board, the following directors tendered their voluntary resignations from the Board, effective Monday, August 12: Neale X. Trangucci, Anthony Orlando, Harvey L. Tepner and Michael J. Ward. These resignations were not due to any disagreement with the Company.

Appointment of Chief Operating Officer

On August 12, 2019, J. Scott Kreutzer, who has served since January 2018 as the Company’s executive vice president and chief operating officer, was appointed by the Board to the position of executive vice president and chief strategy officer, effective as of August 14, 2019. Mr. Kreutzer’s compensation has not changed in connection with this appointment.

On August 11, 2019, and effective as of August 14, 2019, the Board appointed Jason E. Whitehead as the Company’s executive vice president and chief operating officer. Mr. Whitehead was previously chief operating officer and senior vice present – operations for Alpha Natural Resources Holdings, Inc. (“Alpha”) from July 2016 until Alpha’s merger with the Company in November 2018 and as Alpha’s vice president – operations from November 2012 until July 2016. He previously served in operations and operations-support roles, including executive roles, with Alpha, Massey Energy Company and numerous other coal companies. From December 2018 through April 2019, Mr. Whitehead served as an operations consultant to the Company. Mr. Whitehead holds bachelor of science degrees from Bluefield State College in civil engineering technology and architectural engineering technology and a master’s degree in business administration from the University of Charleston.

In connection with his appointment, the compensation committee of the Board has established Mr. Whitehead’s annual base salary as $475,000. Mr. Whitehead’s annual target and maximum bonus opportunities under the annual Contura Incentive Bonus Plan will be 100% and 200% of his base salary, respectively, subject to applicable performance criteria and plan terms. Mr. Whitehead will be eligible to receive an annual equity award under the Company’s Long Term Incentive Plan with a target award of 200% of his base salary and will participate in the Company’s Key Employee Separation Plan (“KESP”) with a Benefit Factor (as defined in the KESP) of 1.5, or a Benefit Factor of 2 in the event of a Covered Change in Control Termination (as defined in the KESP), in each case subject to the terms of the plan. He is also expected to enter into an indemnification agreement with the Company in the same form as the agreements that the Company has previously executed with each of its directors and executive officers. He will also be entitled to participate in benefit programs generally available to Company employees.

There are no arrangements or understandings between Mr. Whitehead and any other persons pursuant to which he was selected as an officer of the Company, and Mr. Whitehead is not related to any other executive officer or director of the Company. Mr. Whitehead has no direct or indirect material interest in any transaction required to be disclosed pursuant to Item 404(a) of Regulation S-K.

A copy of the press release of the Company, dated August 13, 2019, is attached to this Current Report on Form 8-K as Exhibit 99.1.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

Exhibit 99.1 Press Release issued by Contura Energy, Inc., dated August 13, 2019

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 13, 2019

Contura Energy, Inc.
By:	/s/ Mark M. Manno
	Name: Mark M. Manno
	Title:   Executive Vice President, Chief             Administrative & Legal Officer and             Secretary

EXHIBIT INDEX

Exhibit No.	Description
Exhibit 99.1	Press Release issued by Contura Energy, Inc., dated August 13, 2019

EX-99.1

Exhibit 99.1

  NEWS RELEASE

FOR IMMEDIATE RELEASE

Contura Announces Board and Leadership Changes

BRISTOL, Tenn., August 13, 2019 - Contura Energy, Inc. (NYSE: CTRA), a leading U.S. coal supplier, today announced a number of changes to both its board of directors and senior management.

On Monday, August 12, the company’s board of directors took action to reconfigure the board’s composition, reducing its size to five members, including one vacancy, while reserving the ability to increase the board’s size and appoint one or more additional board members in the future.

In order to assist with the board’s reconfiguration, Anthony Orlando, Harvey L. Tepner, Michael Ward, and previous board chair Neale X. Trangucci, have each voluntarily resigned from the board, effective Monday, August 12. None of their resignations was the result of any disagreement with Contura on any matter relating to the company’s operations, policies or practices.

Subsequently, Contura’s remaining board members, David J. Stetson, who is Contura’s chief executive officer, Albert E. Ferrara, Jr., Daniel J. Geiger, and John E. Lushefski, unanimously elected Mr. Stetson as chairman of the board and Mr. Lushefski as lead independent director, each effective Monday, August 12. The board has asked that the company’s Nominating and Corporate Governance committee identify and review potential, qualified candidates to join the board in the near term.

“These changes to our board structure and membership begin an effort to better align our board’s size, industry experience, and market expertise with the company’s strategic focus going forward,” said chairman and chief executive officer, David Stetson. “I thank our departing board members for the significant contributions each made during their service on behalf of our diverse stakeholders.”

The company also announced today two changes to its executive management team.

Effective Wednesday, August 14, Contura’s current executive vice president and chief operating officer, Scott Kreutzer, will transition to a newly created position of executive vice president and chief strategy officer. In this role, Mr. Kreutzer will lead the strategic planning and development

efforts for the company and continue to serve on Contura’s management team. Mr. Kreutzer has served in his current role at Contura since January 2018, having previously served in various other senior leadership roles at Contura and its predecessor company, Alpha Natural Resources, since 2011.

Joining Contura’s management team as the company’s new executive vice president and chief operating officer, effective Wednesday, August 14, will be Jason Whitehead, former chief operating officer at Alpha Natural Resources. Mr. Whitehead brings nearly twenty years of Central Appalachian (CAPP) and Northern Appalachian (NAPP) coal mining experience to the role, more than a decade of which he served in senior operational management positions within the industry.

Both positions will report directly to Contura’s chief executive officer, David Stetson.

“Scott’s skillset and strong business acumen are perfect for this new role to help bolster Contura’s readiness in identifying and capitalizing on strategic opportunities to best position ourselves within both domestic and international coal markets,” said Mr. Stetson. “Additionally, Jason’s depth of coal mining experience, particularly with many of Contura’s existing high value met operations, will be a great addition to an already top-notch management team and a true asset to the organization.”

ABOUT CONTURA ENERGY

Contura Energy (NYSE: CTRA) is a Tennessee-based coal supplier with affiliate mining operations across major coal basins in Pennsylvania, Virginia and West Virginia. With customers across the globe, high-quality reserves and significant port capacity, Contura Energy reliably supplies both metallurgical coal to produce steel and thermal coal to generate power. For more information, visit www.conturaenergy.com.

FORWARD-LOOKING STATEMENTS

This news release includes forward-looking statements. These forward-looking statements are based on Contura's expectations and beliefs concerning future events and involve risks and uncertainties that may cause actual results to differ materially from current expectations. These factors are difficult to predict accurately and may be beyond Contura’s control. Forward-looking statements in this news release or elsewhere speak only as of the date made. New uncertainties and risks arise from time to time, and it is impossible for Contura to predict these events or how they may affect Contura. Except as required by law, Contura has no duty to, and does not intend to, update or revise the forward-looking statements in this news release or elsewhere after the date this release is issued. In light of these risks and uncertainties, investors should keep in mind that results, events or developments discussed in any forward-looking statement made in this news release may not occur.

INVESTOR CONTACT

investorrelations@conturaenergy.com

Alex Rotonen, CFA

423.573.0396

MEDIA CONTACTS

corporatecommunications@conturaenergy.com

Rick Axthelm

423.573.0304

Emily O’Quinn

423.573.0369

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