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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): December 6, 2007
SUPERIOR ENERGY SERVICES, INC.
(Exact name of registrant as specified in its charter)
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Delaware
(State or other jurisdiction)
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0-20310
(Commission File Number)
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75-2379388
(IRS Employer Identification No.) |
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1105 Peters Road, Harvey, Louisiana
(Address of principal executive offices)
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70058
(Zip Code) |
(504) 362-4321
(Registrants telephone number, including area code)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy
the filing obligations of the registrant under any of the following provisions:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Item 5.02 |
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Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
(e) Approval of 2008 Long-Term Incentive Awards
On December 6, 2007, the Compensation Committee of the Board of
Directors of Superior Energy Services, Inc. (the Company) granted
long-term incentive awards for 2008 to each of the Companys named
executive officers (as that term is defined in Item 402(a)(3) of
Regulation S-K) and other key employees of the Company under its
stockholder approved 2005 Stock Incentive Plan (the Plan). These
awards consisted of performance share units (Units), non-qualified
stock options and shares of restricted stock.
The Units allow participants to earn from $0 to $200 per Unit, as
determined by the Companys achievement of certain performance
measures. The two performance measures applicable to all participants
are the Companys return on invested capital and total shareholder
return relative to those of the Companys pre-defined peer group. The
performance period for the Units runs from January 1, 2008 through
December 31, 2010. The Units provide for settlement in cash or up to
50% in equivalent value in Company common stock, if the participant has
met specified continued service requirements.
The non-qualified stock options grant the optionee the right to
purchase a stated number of shares of the Companys common stock at an
exercise price of $35.84 per share, which represents the fair market
value of the Companys common stock based on the closing price of the
Companys common stock on December 6, 2007. These options will be
exercisable in equal annual installments beginning on December 31, 2008
for three consecutive years, and will expire on the tenth anniversary
of the date of grant.
The restricted stock entitles the holder to all rights of a shareholder
of the Company with respect to the restricted stock, including the
right to vote the shares and receive all dividends and other
distributions declared thereon. The restrictions on the shares of
restricted stock will lapse in equal annual installments beginning on
January 1, 2009 for three consecutive years.
Awards of the Units, non-qualified stock options and shares of
restricted stock to the Companys named executive officers were granted
in the following amounts:
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Performance |
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Non-Qualified |
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Shares of |
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Recipient |
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Share Units |
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Stock Options |
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Restricted Stock |
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Terence E. Hall |
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15,200.0 |
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52,999 |
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21,205 |
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Kenneth L. Blanchard |
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6,462.5 |
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22,533 |
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9,016 |
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Robert S. Taylor |
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4,562.5 |
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15,908 |
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6,365 |
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A. Patrick Bernard |
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3,937.5 |
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13,729 |
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5,493 |
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Danny R. Young |
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2,625.0 |
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9,153 |
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3,662 |
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Approval of Base Salary Increases
On December 6, 2007, the Compensation Committee approved increases to the base salaries of the
Companys named executive officers effective January 1, 2008. The adjusted base salaries of the
named executive officers will be as follows:
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Recipient |
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Title |
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Salary |
Terence E. Hall |
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Chairman, Chief Executive Officer |
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760,000 |
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Kenneth L. Blanchard |
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Chief Operating Officer, President |
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$ |
470,000 |
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Robert S. Taylor |
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Chief Financial Officer, Executive |
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$ |
365,000 |
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Vice President, Treasurer |
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Alan P. Bernard |
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Senior
Executive Vice President |
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$ |
350,000 |
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Danny R. Young |
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Executive Vice President |
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$ |
300,000 |
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Approval of 2008 Annual Incentive Compensation Targets
On
December 6, 2007, the Compensation Committee approved the bonus
payout levels for its 2008 annual incentive bonus program. The parameters of the program provide for minimum, target and
maximum cash bonus award levels, as a percentage of salary, based upon the achievement of an individual performance target.
Managers of the Companys business units are assigned a pre-tax target that either aligns with
the corporate financial goals or the goals of their assigned business units. The bonus payout is
weighted 100% on the corporate financial performance for those with corporate responsibilities. For
those managers assigned to a particular business unit, it is weighted 80% on their business unit
performance and 20% on the overall corporate performance.
Depending on the financial performance of the business unit (or the achievement of corporate
financial goals) relative to their targets, the bonus payout levels, which vary depending on the
executives position, stated as a percentage of the officers annual salary, are as follows:
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Position |
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Minimum |
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Target |
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Maximum |
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CEO |
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45 |
% |
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90 |
% |
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180 |
% |
COO |
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37.5 |
% |
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75 |
% |
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150 |
% |
CFO |
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32.5 |
% |
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65 |
% |
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130 |
% |
Sr. EVPs |
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30 |
% |
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60 |
% |
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120 |
% |
EVPs |
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27.5 |
% |
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55 |
% |
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110 |
% |
If the financial performance occurs at a level in between these factors, a sliding scale is
used to estimate the appropriate payout factor, with adjustments for safety performance as
discussed below.
Assuming a particular officer qualifies for a bonus payout, the payout can either be reduced
by a maximum of 25% if pre-determined base metrics are not met for each officers area of
responsibility, or increased by a maximum of 12.5% for achieving stretch targets. The
metric applicable to the Companys executive officers is safety performance. Total Recordable
Incident Rate (TRIR) and Lost Time Incident Rate (LTIR) will be used to measure safety performance
for their area of responsibility.
Under the terms of the Companys incentive bonus program, any bonus amounts determined under
the formulas described above may be adjusted in order to ensure that they are appropriate in light
of the performance factors relevant to the particular officer, including discretionary adjustments
based on other non-financial performance related metrics. All bonuses are approved by the
Compensation Committee upon the recommendation of Company management,
except for the chief executive officer, whose bonus is approved by
the Compensation Committee without involvement from management.
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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SUPERIOR ENERGY SERVICES, INC.
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By: |
/s/
Robert S. Taylor |
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Robert S. Taylor |
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Dated: December 12, 2007 |
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Chief Financial Officer |
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