SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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)
April 13, 2005
TRANSMERIDIAN EXPLORATION, INC.
(Exact name of Registrant as specified in its charter)
Delaware | | 333-60960 | | 76-0644935 |
(State or other jurisdiction
of incorporation) | | (Commission
File Number) | | (IRS Employer
Identification No.) |
397 N. Sam Houston Parkway E., Suite 300
Houston, Texas 77060
(Address of Principal Executive Offices)
Registrant’s telephone number, including area code: (281) 999-9091
Not Applicable
(Former name or former address, if changed since last report)
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:
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))
TRANSMERIDIAN EXPLORATION, INC.
TABLE OF CONTENTS
FOR
CURRENT REPORT ON FORM 8-K
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Item 5.02 (b). Departure of Director
On April 7, 2005, Mr. Angus Simpson advised the Chairman of the Board of Directors’ that he will not be able to stand for reelection to the Board of Directors. In Mr. Simpson’s letter to the Chairman he stated that his current employer in the United Kingdom has passed a resolution that an Executive Director of the Company may not hold external directorships and those that do hold such directorships should resign prior to June 2005. Mr. Simpson has been a Director and a member of the Audit Committee since the Company’s was founded in 2000. Mr. Simpson’s resignation will take effect on April 8, 2005.
Item 5.02 (d). Appointment of a new Director
On April 7, 2005, the Board of Directors named Dr. J. Fernando Zúñiga y Rivero, to fill the unexpired term of Mr. Angus Simpson on the Board of Directors as provided for in the Company’s Bylaws. Dr. Zúñiga y Rivero will stand for election at the Company’s annual meeting. In addition, Mr. Zuniga y Rivero will take Mr. Simpson’s place on the Board’s Audit Committee and Nominating and Governance Committee.
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SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| | TRANSMERIDIAN EXPLORATION, INC. |
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Date: | April 13, 2005 | | By: | /s/: Earl W. McNiel | |
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| | | | Earl W. McNiel | |
| | | Vice President | |
| | | Chief Financial Officer | |
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