Delaware | 001-07964 | 73-0785597 | ||
(State or other jurisdiction of incorporation or organization) |
Commission File Number |
(I.R.S. Employer Identification No.) |
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100 Glenborough, Suite 100 | ||||
Houston, Texas | 77067 | |||
(Address of principal executive offices) | (Zip Code) |
o | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
o | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
o | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
o | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Item 5.02. | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
| an annual base salary of $500,000; | ||
| eligibility in the Companys Short-Term Incentive Plan with a target bonus percentage of 80% of his base salary (to be prorated for 2009 based on his date of employment); | ||
| a cash payment of $500,000 on or before December 16, 2009; | ||
| a cash payment of $500,000 on or around May 16, 2010; | ||
| an award of restricted shares of the Companys common stock and a grant of options to purchase shares of the Companys common stock, pursuant to the terms of stock option and restricted stock agreements to be entered into by Mr. Fisher on November 16, 2009; | ||
| eligibility to participate in the Companys Long-Term Incentive Plan; | ||
| eligibility to participate in the Companys Thrift and Profit Sharing Plan, including eligibility to receive profit sharing contributions; | ||
| eligibility to participate in the Companys Non-qualified Deferred Compensation Plan beginning in 2010; | ||
| eligibility to participate in the Companys Change of Control Severance Plan for Executives, with a salary and bonus multiple of 2.5; | ||
| five weeks of vacation per year (pro-rated in 2009 based on months of service); | ||
| reimbursement of reasonable legal fees associated with finalization of the terms of Mr. Fishers employment; and | ||
| reimbursement for membership to a social club of Mr. Fishers choice. |
Item 9.01. | Financial Statements and Exhibits. |
(d) | Exhibits. The following exhibit is furnished as part of this report on Form 8-K: |
99.1 | Press release dated November 10, 2009. |
NOBLE ENERGY, INC. |
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Date: November 12, 2009 | By: | /s/ Arnold J. Johnson | ||
Arnold J. Johnson | ||||
Senior Vice President, General Counsel & Secretary | ||||
Exhibit No. | Description | |||
99.1 | Press release dated November 10, 2009. |