| Delaware (State or other jurisdiction of incorporation) |
1-32747 (Commission File Number) |
86-0460233 (I.R.S. Employer Identification No.) |
| One BriarLake Plaza, Suite 2000 2000 West Sam Houston Parkway South Houston, Texas (Address of principal executive offices) |
77042 (Zip Code) |
| 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)) |
| Name and Principal Position | Bonus(1) | Restricted Stock(2) | 2008 Salary (increase)(1) | |||||||||
Scott D. Josey, |
$ | 925,000 | $ | 2,580,000 |
$ | 540,000 ($45,000 | ) | |||||
Chairman of the Board, |
(95,804 shares) | |||||||||||
Chief Executive Officer
and President |
||||||||||||
John H. Karnes, |
$ | 325,000 | $650,000 |
$ | 260,000 ($10,000 | ) | ||||||
Senior Vice President, |
(24,137 shares) | |||||||||||
Chief Financial Officer
and Treasurer |
||||||||||||
Dalton F. Polasek, |
$ | 500,000 | $ | 1,250,000 |
$ | 350,000 ($10,000 | ) | |||||
Chief Operating Officer |
(46,417 shares) | |||||||||||
Mike C. van den Bold, |
$ | 350,000 | $750,000 |
$ | 260,000 ($10,000 | ) | ||||||
Senior Vice President and |
(27,850 shares) | |||||||||||
Chief Exploration Officer |
||||||||||||
Judd A. Hansen |
$ | 400,000 | $750,000 | $ | 260,000 ($10,000 | ) | ||||||
Senior Vice President— |
(27,850 shares) | |||||||||||
Shelf and Onshore |
||||||||||||
| (1) | The employment agreement between Mariner (and in addition with respect to Mr. Hansen, Mariner’s wholly-owned subsidiary, Mariner Energy Resources, Inc. (MERI)) and each of Messrs. Josey, Karnes, Polasek, van den Bold and Hansen, provide that Mariner’s Board of Directors (and in addition with respect to Mr. Hansen, MERI’s Board of Directors) annually will review the executive’s base salary and consider whether the executive is eligible to receive a discretionary salary increase and a discretionary performance bonus, in each case based on market survey data, corporate performance, and the performance of the executive. Any increase in base salary is thereafter the executive’s base salary for purposes of the employment agreement. This summary of certain terms of these employment agreements is qualified in its entirety by reference to the employment agreements. | |
| (2) | The number of restricted shares of Mariner’s common stock is based upon the closing price per share on the New York Stock Exchange on March 24, 2008 ($26.93), the date of grant. Each award was made pursuant to a written restricted stock agreement under Mariner’s Stock Incentive Plan, as amended or restated from time to time. The restricted stock generally vests 25% on each of the first four anniversaries of the date of grant if the executive then remains employed by Mariner, except that unvested shares fully vest upon a change in control or termination of his employment by Mariner without cause, by him for good reason, or due to his disability or death. This summary of certain terms of these awards is qualified in its entirety by reference to the Stock Incentive Plan and related form of restricted stock agreement for employees with employment agreements. |
2
| Number | Description | |
10.1*
|
Mariner Energy, Inc. Second Amended and Restated Stock Incentive Plan, effective as of February 6, 2007 (incorporated by reference to Exhibit 10.3 to Mariner’s Form 10-K filed on April 2, 2007). | |
10.2*+
|
Form of Restricted Stock Agreement (employee with employment agreement) under Mariner Energy, Inc. Second Amended and Restated Stock Incentive Plan (incorporated by reference to Exhibit 10.7 to Mariner’s Form 10-K filed on April 2, 2007). | |
10.3*+
|
Employment Agreement by and between Mariner Energy, Inc. and Scott D. Josey, dated February 7, 2005 (incorporated by reference to Exhibit 10.15 to Mariner’s Registration Statement on Form S-4 (File No. 333-137441) filed on September 19, 2006). | |
10.4*+
|
Employment Agreement by and between Mariner Energy, Inc. and Dalton F. Polasek, dated February 7, 2005 (incorporated by reference to Exhibit 10.16 to Mariner’s Registration Statement on Form S-4 (File No. 333-137441) filed on September 19, 2006). | |
10.5*+
|
Employment Agreement, by and between Mariner Energy, Inc. and John H. Karnes, dated as of October 16, 2006 (incorporated by reference to Exhibit 10.1 to Mariner’s current report on Form 8-K filed on October 18, 2006). | |
10.6*+
|
Employment Agreement by and between Mariner Energy, Inc. and Michiel C. van den Bold, dated February 7, 2005 (incorporated by reference to Exhibit 10.17 to Mariner’s Registration Statement on Form S-4 (File No. 333-137441) filed on September 19, 2006). | |
10.7*+
|
Amendment to Employment Agreement by and between Mariner Energy, Inc. and Michiel C. van den Bold, dated as of June 8, 2006 (incorporated by reference to Exhibit 10.18 to Mariner’s Registration Statement on Form S-4 (File No. 333-137441) filed on September 19, 2006). | |
10.8*+
|
Second Amended and Restated Employment Agreement by and between Mariner Energy, Inc., Mariner Energy Resources, Inc. and Judd Hansen, dated June 8, 2006 (incorporated by reference to Exhibit 10.19 to Mariner’s Registration Statement on Form S-4 (File No. 333-137441) filed on September 19, 2006). |
| * | Incorporated by reference as indicated. | |
| + | Management contract, plan or arrangement. |
3
| MARINER ENERGY, INC. |
||||
| Date: March 25, 2008 | By: | /s/ Teresa G. Bushman | ||
| Teresa G. Bushman, | ||||
| Senior Vice President and General Counsel | ||||
4
| Number | Description | |
10.1*
|
Mariner Energy, Inc. Second Amended and Restated Stock Incentive Plan, effective as of February 6, 2007 (incorporated by reference to Exhibit 10.3 to Mariner’s Form 10-K filed on April 2, 2007). | |
10.2*+
|
Form of Restricted Stock Agreement (employee with employment agreement) under Mariner Energy, Inc. Second Amended and Restated Stock Incentive Plan (incorporated by reference to Exhibit 10.7 to Mariner’s Form 10-K filed on April 2, 2007). | |
10.3*+
|
Employment Agreement by and between Mariner Energy, Inc. and Scott D. Josey, dated February 7, 2005 (incorporated by reference to Exhibit 10.15 to Mariner’s Registration Statement on Form S-4 (File No. 333-137441) filed on September 19, 2006). | |
10.4*+
|
Employment Agreement by and between Mariner Energy, Inc. and Dalton F. Polasek, dated February 7, 2005 (incorporated by reference to Exhibit 10.16 to Mariner’s Registration Statement on Form S-4 (File No. 333-137441) filed on September 19, 2006). | |
10.5*+
|
Employment Agreement, by and between Mariner Energy, Inc. and John H. Karnes, dated as of October 16, 2006 (incorporated by reference to Exhibit 10.1 to Mariner’s current report on Form 8-K filed on October 18, 2006). | |
10.6*+
|
Employment Agreement by and between Mariner Energy, Inc. and Michiel C. van den Bold, dated February 7, 2005 (incorporated by reference to Exhibit 10.17 to Mariner’s Registration Statement on Form S-4 (File No. 333-137441) filed on September 19, 2006). | |
10.7*+
|
Amendment to Employment Agreement by and between Mariner Energy, Inc. and Michiel C. van den Bold, dated as of June 8, 2006 (incorporated by reference to Exhibit 10.18 to Mariner’s Registration Statement on Form S-4 (File No. 333-137441) filed on September 19, 2006). | |
10.8*+
|
Second Amended and Restated Employment Agreement by and between Mariner Energy, Inc., Mariner Energy Resources, Inc. and Judd Hansen, dated June 8, 2006 (incorporated by reference to Exhibit 10.19 to Mariner’s Registration Statement on Form S-4 (File No. 333-137441) filed on September 19, 2006). |
| * | Incorporated by reference as indicated. | |
| + | Management contract, plan or arrangement. |
5