01—Abstract
Summary
Summary of the 8-K filed October 28, 2024. Cited figures are marked; the original filing is the authoritative source.
APA Corporation (APA) filed a Form 8-K reporting that on October 24, 2024, its Board of Directors expanded the Board to eleven directors and appointed Kenneth M.
Fisher as a new director. Mr. Fisher was appointed to the Audit Committee and the Cybersecurity Committee of the Board. The filing states that Mr. Fisher will receive compensation commensurate with that of the Company's other non-employee directors, with compensatory arrangements described under "Director Compensation" in the Company's definitive proxy statement for its 2024 annual meeting of stockholders, filed April 12, 2024.
The filing states that no material plan, contract, or arrangement was entered into or materially amended in connection with his appointment, and that he has no arrangements or understandings with any other person under which he was selected as a director and no material interest in any related-party transaction under Item 404(a) of Regulation S-K. According to the filing, Mr. Fisher, 62, has served as Executive Vice President and Chief Financial Officer of ChampionX Corporation since February 1, 2021, after serving as Executive Vice President and Chief Financial Officer of Noble Energy, Inc. until its acquisition by Chevron in October 2020. He previously held senior finance and strategy roles at Shell and General Electric Company, and he was Chair of the ChampionX Audit Committee before becoming that company's CFO.
02—Key points
Key Highlights
- Board expanded to eleven directors effective with the October 24, 2024 action
- Kenneth M. Fisher appointed as a new independent-board director on October 24, 2024
- Fisher joins the Audit Committee and the Cybersecurity Committee
- Fisher's compensation is commensurate with other non-employee directors, as described in the 2024 proxy statement filed April 12, 2024
- Filing states no material new compensatory arrangement or related-party interest tied to the appointment
- Fisher is currently Executive VP and CFO of ChampionX Corporation, and formerly CFO of Noble Energy
03—Questions
Frequently Asked Questions
Who was appointed to APA's Board of Directors?
Kenneth M. Fisher, 62, was appointed as a director on October 24, 2024, when the Board was expanded to eleven directors.
What committees will Mr. Fisher serve on?
He was appointed to the Audit Committee and the Cybersecurity Committee of the Board.
How will Mr. Fisher be compensated?
The filing says his compensation is commensurate with that of APA's other non-employee directors, and that these arrangements are described under "Director Compensation" in the 2024 definitive proxy statement filed April 12, 2024.
What is Mr. Fisher's professional background?
He has served as Executive Vice President and CFO of ChampionX Corporation since February 1, 2021, previously served as EVP and CFO of Noble Energy until its acquisition by Chevron in October 2020, and held senior roles at Shell and General Electric earlier in his career.
Did the appointment involve any special arrangements or conflicts of interest?
The filing states that no material plan, contract, or arrangement was entered into or materially amended in connection with the appointment, that Mr. Fisher has no arrangements or understandings under which he was selected, and that he has no material interest in any Item 404(a) related-party transaction.
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