8-KLeadership ChangesExhibits & Filings

EXPAND ENERGY Corp 8-K Report, Executive Changes (Dec 2, 2016)

Filed December 2, 2016For Securities:EXEEXEELEXEEWEXEEZ

Summary

EXPAND ENERGY Corp (EXE) filed an 8-K on December 2, 2016, detailing changes in its Board of Directors. Notably, independent director Kimberly K. Querrey resigned from the Board on November 29, 2016. The company stated that Ms. Querrey's departure was not due to any disagreements regarding the Company's operations, policies, or practices, which is a positive signal to investors regarding internal stability. Following Ms. Querrey's resignation, the Board appointed Gloria R. Boyland as a new director on November 30, 2016. Ms. Boyland will serve on the Audit Committee. Her appointment is accompanied by standard compensation for non-employee directors, including a $100,000 annual retainer and restricted stock units valued at approximately $250,000. These compensation details are important for understanding the cost of board governance and potential dilution from stock awards.

Key Highlights

  • 1Independent Director Kimberly K. Querrey resigned from the Board of Directors.
  • 2Ms. Querrey's resignation was not due to any disagreements with the Company.
  • 3Gloria R. Boyland was appointed to the Board of Directors.
  • 4Ms. Boyland will serve on the Audit Committee.
  • 5Ms. Boyland will receive standard compensation for non-employee directors.
  • 6Annual compensation for Ms. Boyland includes a $100,000 retainer and approximately $250,000 in restricted stock units.
  • 7No undisclosed arrangements or reportable transactions exist between Ms. Boyland and the Company.

Frequently Asked Questions

The filing states that Ms. Querrey's resignation was not the result of any disagreement with the Company on any matter relating to its operations, policies, or practices.

Gloria R. Boyland has been appointed to the Board of Directors and will serve on the Audit Committee. She is a non-employee director.

Ms. Boyland will receive a standard annual retainer of $100,000, paid quarterly, and an annual grant of restricted stock units valued at approximately $250,000. She will receive prorated awards for the remainder of 2016.

The filing indicates that there are no arrangements or understandings for Ms. Boyland's appointment, she is not related to any officer or director, and there are no transactions or relationships that would require disclosure under Item 404(a) of Regulation S-K.