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 14, 2005
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
(Registrant’s 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:
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
Item 1.01. Entry into a Material Definitive Agreement.
On December 14, 2005, the Compensation Committee of
the Company’s Board of Directors approved the
execution of a Retention Agreement with Kenneth L.
Blanchard, the Company’s President and Chief
Operating Officer, to provide an additional
incentive for Mr. Blanchard to remain with the
Company in his current position. Pursuant to the
terms of the Retention Agreement, Mr. Blanchard and
the Company entered into a Restricted Stock
Agreement evidencing the award to Mr. Blanchard of
24,000 restricted shares of the Company’s common
stock under its 2005 Stock Incentive Plan. These shares will vest in equal annual installments of
8,000 shares on January 2, 2006, 2007 and 2008.
The foregoing descriptions of the Retention
Agreement and the Restricted Stock Agreement do
not purport to be complete and are qualified in
their entirety by reference to such agreements,
which are filed hereto as Exhibit 10.1 and Exhibit
10.2, respectively, and are incorporated herein by
reference.
Item 7.01. Regulation FD Disclosure.
As previously disclosed, on
May 25, 2005, the Company’s
Board of Directors, at the
recommendation of its
Nominating and Corporate
Governance Committee,
approved the election of
Enoch L. Dawkins to serve as
lead director of the Board
until the 2006 Annual
Meeting of Stockholders.
On December 14, 2005, the
Company’s Board, at the
recommendation of the
Nominating and Corporate
Governance Committee,
approved paying Mr. Dawkins
an annual $10,000 retainer
for his service to the
Board in such capacity.
In accordance with General
Instruction B.2. of Form
8-K, the information
presented herein shall not
be deemed “filed” for
purposes of Section 18 of
the Securities Exchange Act
of 1934, as amended, nor
shall it be deemed
incorporated by reference
in any filing under the
Securities Act of 1933, as
amended, except as
expressly set forth by
specific reference in such
a filing.
Item 9.01. Financial Statements and Exhibits.
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(c) |
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Exhibits. |
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10.1 |
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Retention Agreement, dated December 14, 2005,
between Superior Energy Services, Inc. and
Kenneth L. Blanchard. |
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10.2 |
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Restricted Stock Agreement, dated December 14,
2005, between Superior Energy Services, Inc. and
Kenneth L. Blanchard. |