- Current report filing (8-K)
10 April 2009 - 6:16AM
Edgar (US Regulatory)
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):
April 6, 2009
EDGE
PETROLEUM CORPORATION
(Exact name of
registrant as specified in its charter)
Delaware
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000-22149
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76-0511037
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(State or other
jurisdiction of incorporation)
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(Commission File
Number)
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(I.R.S. Employer
Identification No.)
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Travis
Tower
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1301
Travis, Suite 2000
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Houston,
Texas
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77002
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(Address of
principal executive offices)
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(Zip Code)
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(713)
654-8960
(Registrants
telephone number, including area code)
N/A
(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:
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.
Edge Petroleum Corporation (the Company) has
recently determined that Kirsten A. Hink, the Companys Chief Accounting
Officer and Controller, qualifies for the severance agreement applicable to the
executive officers of the Company and on April 9, 2009 the Company entered
into a Fourth Amended and Restated Severance Agreement with Ms. Hink,
which is identical in all respects to the severance agreements applicable to
the other executive officers with the exception that Ms. Hinks severance
amount will be an amount equal to 1.50 times her compensation.
The foregoing description of the Fourth Amended and
Restated Severance Agreement entered into among the Company and Ms. Hink
is qualified in its entirety by reference to the Fourth Amended and Restated
Severance Agreement, which is filed as an exhibit to this Form 8-K and is
incorporated herein by reference.
On April 6,
2009, the Compensation Committee of the Companys Board of Directors approved
an increase in Ms. Hinks cash retention bonus amount from $40,000 to
$60,000. Ms. Hinks cash retention
bonus remains payable upon the earlier of (i) December 31, 2009 or (ii) the
consummation of a merger or sale of the Company.
Item
8.01. Other Events
The Company has determined that it will not declare
any dividend on the Companys 5.75% Series A cumulative convertible
perpetual preferred stock that otherwise would have been payable on April 15,
2009.
Item 9.01.
Financial Statements and Exhibits
(d)
Exhibits.
Exhibit No.
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Description
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10.1
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Fourth Amended and
Restated Severance Agreement among Edge Petroleum Corporation and Kirsten A.
Hink.
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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.
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EDGE PETROLEUM CORPORATION
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Date: April 9, 2009
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By:
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/s/
John W. Elias
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John W. Elias
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Chairman, President & Chief Executive Officer
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2
INDEX
TO EXHIBITS
Exhibit No.
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Description
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10.1
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Fourth Amended and
Restated Severance Agreement among Edge Petroleum Corporation and Kirsten A.
Hink.
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3
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