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): February 23, 2010
Concho Resources Inc.
(Exact Name of Registrant as Specified in Its Charter)
Delaware
(State or Other Jurisdiction of Incorporation)
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| 001-33615
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76-0818600 |
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| (Commission File Number)
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(I.R.S. Employer Identification No.) |
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| 550 West Texas Avenue, Suite 100 |
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| Midland, Texas
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79701 |
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| (Address of Principal Executive Offices)
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(Zip Code) |
Registrant’s telephone number, including area code: (432) 683-7443
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy
the filing obligation of the registrant under any of the following provisions (see General
Instruction A.2. below):
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 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of
Certain Officers; Compensatory Arrangements of Certain Officers.
Compensatory Arrangements of Certain Officers
On February 23, 2010, the compensation committee (the “Compensation Committee”) of the board
of directors (the “Board”) of Concho Resources
Inc. (the “Company”) took certain actions with
respect to the compensation of its executive officers, including approving bonuses for 2009
performance and making restricted stock grants to executive officers under the Company’s 2006 Stock
Incentive Plan. The restricted stock awards vest in four equal annual installments beginning on February
23, 2011. Information for the awards made to the Company’s principal executive officer, principal
financial officer and other named executive officers is set forth in the table below.
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| Officer |
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Title |
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Restricted Stock Awards |
Timothy A. Leach |
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Chairman and Chief Executive Officer |
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43,990 |
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E. Joseph Wright |
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Vice President — Engineering and Operations |
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13,197 |
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Jack F. Harper |
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Vice President — Business Development and Capital Markets |
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8,798 |
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Darin G. Holderness |
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Vice President, Chief Financial Officer and Treasurer |
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8,798 |
2010 Bonus Plan for Executive Officers
On February 23, 2010, the Compensation Committee approved the bonus plan for the Company’s
executive officers for the year ending December 31, 2010 (the “2010 Bonus Plan”). The 2010 Bonus
Plan is designed to reward the Company’s executive officers for achieving both short- and long-term
performance and strategic goals. Performance will be judged based on successful execution of the
Company’s annual business plan objectives and on stock price and other performance criteria
relative to peer companies. In evaluating the executive officers’ performance, the Compensation
Committee may consider certain objectives, including growth of oil and gas production and proved
reserves, achievement of income and/or cash flow targets, finding and development costs, changes in
net asset value per share, successful completion of acquisitions and other items they may consider
to be critical to our success. The objectives are not weighted because the relative importance
of these, or any other objectives, is flexible and changes over time, and because the relative
responsibilities of each executive officer in the achievement of the objectives may differ. The
Compensation Committee intends to take a broad view in applying the 2010 Bonus Plan and will review
the Company’s performance and accomplishments of its strategic initiatives as a whole throughout
the entire year.
Pursuant to the 2010 Bonus Plan, the Compensation Committee has set the target annual cash
bonus amount for 2010 to be 100% of the 2010 base salary for Mr. Leach, although the award to Mr.
Leach may range from 0% to 200% of 2010 base salary depending on the Compensation Committee’s
evaluation. The target annual cash bonus for Messrs. Wright, Hyde, Holderness, Harper and Giraud
will be allocated by the Compensation Committee from a bonus pool. The bonus pool for these
officers is expected to be equal to 75% of the aggregate of their 2010 base salaries, although the
bonus pool may range from 0% to 150% of the aggregate of their 2010 base salaries depending on the
Compensation Committee’s evaluation.
Committee Appointment for Mark B. Puckett
On February 24, 2010, the Board appointed Mr. Puckett to the Audit Committee and the
Compensation Committee, effective immediately.