Search the web
Welcome, Guest
[Sign Out, My Account]
EDGAR_Online

Quotes & Info
Enter Symbol(s):
e.g. YHOO, ^DJI
Symbol Lookup | Financial Search
KWK > SEC Filings for KWK > Form 8-K on 24-Nov-2008All Recent SEC Filings

Show all filings for QUICKSILVER RESOURCES INC | Request a Trial to NEW EDGAR Online Pro

Form 8-K for QUICKSILVER RESOURCES INC


24-Nov-2008

Entry into a Material Definitive Agreement, Change in Directors or Prin


Item 1.01. Entry Into a Material Definitive Agreement.

Second Amended and Restated 2006 Equity Plan and Forms of Award Agreement

On November 24, 2008, the Board of Directors of Quicksilver approved the Quicksilver Resources Inc. Second Amended and Restated 2006 Equity Plan, which amends and restates the plan as previously in effect. In general, the amendments to the plan (i) authorize the grants of cash-settled restricted stock units,
(ii) provide that shares of Quicksilver common stock available for grant under the plan may include shares acquired by the Company or its subsidiaries on the open market or otherwise, (iii) add payment timing rules necessary to satisfy final regulations issued under Section 409A of the Internal Revenue Code of 1986, as amended (the "Code"), and (iv) provide that the annual non-elective equity grants to non-employee directors will be comprised of restricted shares having a value equal to $49,500 as of the date of grant and stock options having a value equal to $49,500 as of the date of grant, effective beginning in 2009. The foregoing description is qualified in its entirety by reference to the full text of the Second Amended and Restated 2006 Equity Plan, which is attached as Exhibit 10.1 to this Current Report on Form 8-K and incorporated herein by reference.

In addition, on November 24, 2008, the Compensation Committee of the Board of Directors of Quicksilver approved a form of Restricted Stock Unit Award Agreement to evidence grants to United States employees of restricted stock units to be settled in shares of Quicksilver common stock, a form of Restricted Stock Unit Award Agreement to evidence grants to Canadian employees of restricted stock units to be settled in cash, and a form of Restricted Stock Unit Award Agreement to evidence grants to Canadian employees of restricted stock units to be settled in shares of Quicksilver common stock. The forms of these agreements are attached as Exhibits 10.2 , 10.3 and 10.4 , respectively, to this Current Report on Form 8-K and incorporated herein by reference.

On November 24, 2008, the Board of Directors of Quicksilver approved a form of Nonqualified Stock Option Agreement to evidence grants of stock options to non-employee directors. The form of Nonqualified Stock Option Agreement is attached as Exhibit 10.5 to this Current Report on Form 8-K and incorporated herein by reference.

Amended and Restated 1999 Stock Option and Retention Stock Plan

On November 24, 2008, the Board of Directors of Quicksilver approved the Quicksilver Resources Inc. Amended and Restated 1999 Stock Option and Stock Retention Plan, which amends and restates the plan as previously in effect. In general, the amendments to the plan add payment timing rules necessary to satisfy final regulations issued under Section 409A of the Code. The foregoing description is qualified in its entirety by reference to the full text of the Amended and Restated 1999 Stock Option and Retention Stock Plan, which is attached as Exhibit 10.6 to this Current Report on Form 8-K and incorporated herein by reference.

Amended and Restated Executive Change in Control Retention Incentive Plan

On November 24, 2008, the Board of Directors of Quicksilver approved the Quicksilver Resources Inc. Amended and Restated Executive Change in Control Retention Incentive Plan, which amends and restates the plan as previously in effect. In general, the amendments (i) provide for gross-up payments in the event a participant receiving a payment upon a change of control is required to pay taxes or penalties associated with "excess parachute payments" under Section 280G of the Code and (ii) add payment timing and other rules necessary to satisfy final regulations issued under Section 409A of the Code. The foregoing description is qualified in its entirety by reference to the full text of the Amended and Restated Executive Change in Control Retention Incentive Plan, which is attached as Exhibit 10.7 to this Current Report on Form 8-K and incorporated herein by reference.

Second Amended and Restated Key Employee Change in Control Retention Incentive Plan

On November 24, 2008, the Board of Directors of Quicksilver approved the Quicksilver Resources Inc. Second Amended and Restated Key Employee Change in Control Retention Incentive Plan, which amends and restates the plan as previously in effect. In general, the amendments add payment timing and other rules necessary to satisfy final regulations issued under Section 409A of the Code. The foregoing description is qualified in its entirety by reference to the full text of the Second Amended and Restated Key Employee Change in Control Retention Incentive Plan, which is attached as Exhibit 10.8 to this Current Report on Form 8-K and incorporated herein by reference.

Amended and Restated Change in Control Retention Incentive Plan

On November 24, 2008, the Board of Directors of Quicksilver approved the Quicksilver Resources Inc. Amended and Restated Change in Control Retention Incentive Plan, which amends and restates the plan as previously in effect. In general, the amendments add payment timing and other rules necessary to satisfy final regulations issued under Section 409A of the Code. The foregoing description is qualified in its entirety by reference to the full text of the Amended and Restated Change in Control Retention Incentive Plan, which is attached as Exhibit 10.9 to this Current Report on Form 8-K and incorporated herein by reference.



Item 5.02. Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

2009 Executive Bonus Plan

On November 24, 2008, the Compensation Committee of the Board of Directors of Quicksilver approved the adoption of the 2009 Executive Bonus Plan that provides for awards of cash bonuses and equity awards to our named executive officers and other officers. The 2009 Executive Bonus Plan is filed as Exhibit 10.10 to this Current Report on Form 8-K and incorporated herein by reference.

The Compensation Committee also established target and maximum bonus levels to be paid under the 2009 Executive Bonus Plan with respect to cash bonus awards for Quicksilver's principal executive officer, principal financial officer and other named executive officers, expressed as a percentage of each executive's base salary, as follows:

                                   Target Percent   Maximum Percent
                   Executive        of Base Pay       of Base Pay
                Thomas F. Darden        150%             300%
                  Glenn Darden          150%             300%
                  Paul J. Cook          100%             200%
                  Philip Cook           85%              170%
                 John C. Cirone         70%              140%

Cash bonuses awarded pursuant to the 2009 Executive Bonus Plan will be paid no later than March 15, 2010.

The Compensation Committee also established target and maximum equity bonus awards to be paid under the 2009 Executive Bonus Plan for Quicksilver's principal executive officer, principal financial officer and other named executive officers, expressed as a percentage of each executive's base salary, as follows:

                                   Target Percent   Maximum Percent
                   Executive        of Base Pay       of Base Pay
                Thomas F. Darden        100%             200%
                  Glenn Darden          100%             200%
                  Paul J. Cook          60%              120%
                  Philip Cook           55%              110%
                 John C. Cirone         30%               60%

No later than March 15, 2010, each of Quicksilver's principal executive officer, principal financial officer and other named executive officers will be paid the equity bonus through the grant of a number of restricted shares determined by dividing the dollar amount of bonus earned by the product of the closing market price of Quicksilver common stock on the date of grant and a risk-of-forfeiture discount factor of 0.9313. The restricted shares will be granted under Quicksilver's Second Amended and Restated 2006 Equity Plan, with the shares subject to each grant vesting one-third on each of the first three anniversaries of the date of grant.

For purposes of awards under the 2009 Executive Bonus Plan, Quicksilver's performance for the year will be assessed against five performance measures: (i) cash flow from operations; (ii) earnings per share; (iii) finding and development cost; (iv) production; and (v) proved reserves. The Compensation Committee established the relative weight to be accorded to each performance measure and various target levels within each performance measure, as set forth in the 2009 Executive Bonus Plan. Bonus amounts under the 2009 Executive Bonus Plan are based on Quicksilver's performance for the year relative to the performance targets and weightings so established. The Compensation Committee has discretion to adjust a named executive officer's potential award or awards based on qualitative individual performance measures; provided that the discretion may be used only to reduce or eliminate a potential award.

Other Arrangements

The principal executive officer, the principal financial officer and the other named executive officers participate or are eligible to participate in the Second Amended and Restated 2006 Equity Plan, the Amended and Restated 1999 Stock Option and Retention Stock Plan and the Amended and Restated Executive Change in Control Retention Plan. The descriptions contained under the headings "Second Amended and Restated 2006 Equity Plan and Forms of Award Agreement," "Amended and Restated 1999 Stock Option and Retention Stock Plan," and "Amended and Restated Executive Change in Control Retention Incentive Plan" above under "Item 1.01 Entry Into a Material Definitive Agreement," and Exhibits 10.1 ,
10.2 , 10.6 and 10.7 to this Current Report on Form 8-K, are incorporated herein by reference.



Item 9.01. Financial Statements and Exhibits.

 (d) Exhibits.

Exhibit Number   Description
     10.1          Quicksilver Resources Inc. Second Amended and Restated 2006 Equity
                 Plan
     10.2          Form of Restricted Stock Unit Agreement pursuant to the Quicksilver
                 Resources Inc. Second Amended and Restated 2006 Equity Plan
     10.3          Form of Quicksilver Resources Canada Inc. Restricted Stock Unit
                 Agreement (Cash Settlement) pursuant to the Quicksilver Resources Inc.
                 Second Amended and Restated 2006 Equity Plan
     10.4          Form of Quicksilver Resources Canada Inc. Restricted Stock Unit
                 Agreement (Stock Settlement) pursuant to the Quicksilver Resources Inc.
                 Second Amended and Restated 2006 Equity Plan
     10.5          Form of Non-Employee Director Nonqualified Stock Option Agreement
                 pursuant to the Quicksilver Resources Inc. Second Amended and Restated
                 2006 Equity Plan
     10.6          Quicksilver Resources Inc. Amended and Restated 1999 Stock Option and
                 Retention Stock Plan
     10.7          Quicksilver Resources Inc. Amended and Restated Executive Change in
                 Control Retention Incentive Plan
     10.8          Quicksilver Resources Inc. Second Amended and Restated Key Employee
                 Change in Control Retention Incentive Plan
     10.9          Quicksilver Resources Inc. Amended and Restated Change in Control
                 Retention Incentive Plan
    10.10          Quicksilver Resources Inc. 2009 Executive Bonus Plan
    10.11          Description of Non-Employee Director Compensation for Quicksilver
                 Resources Inc.


  Add KWK to Portfolio     Set Alert         Email to a Friend  
Get SEC Filings for Another Symbol: Symbol Lookup
Quotes & Info for KWK - All Recent SEC Filings
Sign Up for a Free Trial to the NEW EDGAR Online Pro
Detailed SEC, Financial, Ownership and Offering Data on over 12,000 U.S. Public Companies.
Actionable and easy-to-use with searching, alerting, downloading and more.
Request a Trial      Sign Up Now


Copyright © 2009 Yahoo! Inc. All rights reserved. Privacy Policy - Terms of Service
SEC Filing data and information provided by EDGAR Online, Inc. (1-800-416-6651). All information provided "as is" for informational purposes only, not intended for trading purposes or advice. Neither Yahoo! nor any of independent providers is liable for any informational errors, incompleteness, or delays, or for any actions taken in reliance on information contained herein. By accessing the Yahoo! site, you agree not to redistribute the information found therein.