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NAGP > SEC Filings for NAGP > Form 8-K on 17-Sep-2012All Recent SEC Filings

Show all filings for NATIVE AMERICAN ENERGY GROUP, INC. | Request a Trial to NEW EDGAR Online Pro

Form 8-K for NATIVE AMERICAN ENERGY GROUP, INC.


17-Sep-2012

Change in Directors or Principal Officers


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

Grant of Options under the 2011 Equity Incentive Plan

On September 14, 2012 (the "Grant Date"), the Board of Directors (the "Board") of Native American Energy Group, Inc. (the "Company") pursuant to the Company's 2011 Equity Incentive Plan (the "Plan") approved the grant of stock option awards to its named executive officers and a consultant of the Company (the "Options") as set forth in the table below.

All of the officer's options vest in equal yearly increments over a four-year period beginning on the first anniversary date of the Grant Date and the consultant's options vest in equal yearly increments over a two-year period beginning on the first anniversary date of the Grant Date. Payment of the exercise price may be made in cash, by certified or cashier's check or on a cashless basis. The Option grants were made pursuant to the terms of each officer's respective employment agreement and a consulting agreement with the Consultant. All of the Options are intended to be incentive stock options for tax purposes.

 Named Executive      Stock Options                                              Expiration
     Officer             Granted         Grant Date     Exercise Price           Date (2)
Joseph G.                2,000,000        September           $2.00           September 13,
D'Arrigo,                                 14, 2012             (1)                 2017
President &
Chief Executive
Officer

Raj S. Nanvaan,          2,000,000        September           $2.00           September 13,
Chief Financial                           14, 2012             (1)                 2017
Officer &
Chief Operations
Officer

Richard Ross,            2,000,000        September           $0.20           September 13,
Corporate                                 14, 2012                                 2022
Secretary &
Chief
Communications
Officer

Doyle A. Johnson,        2,000,000        September           $0.20           September 13,
Chief Geologist &,                        14, 2012                                 2022
Petroleum Engineer

Linda C. Chontos,        2,000,000        September           $0.20           September 13,
Administrative                            14, 2012                                 2022
Operations Officer

    Consultant
J.R. Bautista            1,000,000        September           $0.20           September 13,
Consultant                                14, 2012                                 2014

(1) Mr. D'Arrigo and Mr. Nanvaan, rather than accept the exercise price of $0.20 per share, have elected to increase the exercise price for such options to $2.00 per share, significantly higher than the highest price at which the Company's Common Stock has traded on the OTCQB Market since its shares began trading in June 2012 shortly after the Depository Trust Company (DTC) restored electronic clearance and settlement services for the Company's "NAGP" security. The number of option shares and vesting requirements remain unchanged.

(2) The Options granted to Joseph G. D'Arrigo and Raj S. Nanvaan are five (5) year options to purchase shares of the Company's common stock, $0.001 par value per share (the "Common Stock") and the Options granted to Messrs. Ross and Johnson and Mrs. Chontos are ten (10) year options to purchase shares of the Company's Common Stock. As Mr. D'Arrigo and Mr. Nanvaan are ten percent stockholders, their options are not exercisable after the expiration of five
(5) years from the date of grant pursuant to the terms of the Plan.

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