UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-K/A
(Amendment No. 2)
(Mark One)
| x | ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the fiscal year ended December 31, 2010
or
| ¨ | TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the transition period from to
Commission File Number: 000-54374
RENEWABLE ENERGY GROUP, INC.
(Exact name of registrant as specified in its charter)
| Delaware | 26-4785427 | |
(State or other jurisdiction of incorporation or organization) | (I.R.S. Employer Identification No.) | |
| 416 South Bell Avenue, Ames, Iowa | 50010 | |
| (Address of principal executive offices) | (Zip Code) | |
Registrant’s telephone number, including area code: (515) 239-8000
Securities registered pursuant to Section 12(b) of the Act: None
Securities registered pursuant to Section 12(g) of the Act: | Series A Preferred Stock Common Stock |
Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes ¨ No x
Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes ¨ No x
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes x No ¨
Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (section 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes ¨ No ¨
Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. x
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.
| Large accelerated filer | ¨ | Accelerated filer | ¨ | |||
| Non-accelerated filer | x (Do not check if a smaller reporting company) | Smaller reporting company | ¨ | |||
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ¨ No x
As of December 31, 2010, there was no public trading market for the registrant’s common stock. There were 33,129,553 shares of the registrant’s $0.0001 par value common stock outstanding on February 28, 2011.
DOCUMENTS INCORPORATED BY REFERENCE
None.
Explanatory Note
Renewable Energy Group, Inc. (the “Company”) is filing this Amendment No. 2 for the purpose of reporting the values of restricted stock unit grants under the stock awards column of the Company’s summary compensation table that were previously reported in the stock options column along with updating the values to reflect the grant date fair value.
ITEM 11. | 3 | |||||
PART IV | ||||||
ITEM 15. | 4 | |||||
| 5 | ||||||
| 7 | ||||||
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| Item 11. | Executive Compensation. |
SUMMARY COMPENSATION TABLE
The following table summarizes certain compensation paid to our Chief Executive Officer, President and Chief Operating Officer and Chief Financial Officer during the years ended December 31, 2010, 2009, and 2008.
Name and Positions(s) | Year | Salary ($) | Bonus ($) | Stock Awards ($)(1) | All Other Compensation ($)(2) | Total ($) | ||||||||||||||||||
Jeffrey Stroburg | 2010 | — | — | $ | 2,966,738 | — | $ | 2,966,738 | ||||||||||||||||
Chief Executive Officer | 2009 | $ | 72,187 | (3) | — | — | — | $ | 72,187 | |||||||||||||||
| 2008 | $ | 370,310 | (5) | — | — | — | $ | 370,310 | ||||||||||||||||
Daniel J. Oh | 2010 | $ | 260,926 | — | $ | 2,249,393 | $ | 4,845 | $ | 2,515,164 | ||||||||||||||
President and Chief Operating Officer | 2009 | $ | 255,532 | — | — | $ | 3,790 | $ | 259,322 | |||||||||||||||
| 2008 | $ | 291,377 | — | — | $ | 3,733 | $ | 295,110 | ||||||||||||||||
Chad Stone(6) | 2010 | $ | 186,252 | — | $ | 592,500 | $ | 5,735 | $ | 784,487 | ||||||||||||||
Chief Financial Officer | 2009 | $ | 64,967 | $ | 10,000 | — | $ | 2,249 | $ | 77,216 | ||||||||||||||
| 2008 | — | — | — | — | — | |||||||||||||||||||
| (1) | Represents the grant date fair value of restricted stock unit awards granted to each named executive officer, computed in accordance with FASB ASC Topic 718. For a summary of the assumptions used in the valuation of awards made in 2010, please see note 16 to our audited consolidated financial statements included in our Annual Report on Form 10-K for the year ended December 31, 2010. These awards cliff vest on August 18, 2013. The restricted stock units were granted with respect to stock options that were cancelled on August 18, 2010. The named executive officers no longer hold any stock options and no stock options were granted to the named executive officers in 2008, 2009 or 2010. |
| (2) | Represents 401(k) match payments under REG’s 401(k) plan. |
| (3) | Represents amounts paid to West Central for services provided by Mr. Stroburg in January 2009 and February 2009. REG did not reimburse West Central for any amounts paid to Mr. Stroburg by West Central after February 2009 in light of the agreement that Mr. Stroburg would not earn a salary for his services provided to REG in light of difficult market and industry conditions. |
| (4) | Represents amounts paid to West Central for services provided by Mr. Stroburg as REG’s Chief Executive Officer. See “Certain relationships and related party transactions” for more information about these payments. |
| (5) | Mr. Stone joined REG in August 2009. |
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| Item 15. | Exhibits, Financial Statement Schedules. |
The following documents are filed as part of this amendment:
(a) Financial Statements and Schedules: None.
(b) Exhibits: See the exhibit index to this amendment on Form 10-K/A, which is incorporated herein by reference.
(c) Financial Statements: None
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Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
| RENEWABLE ENERGY GROUP, INC. | ||
| (Registrant) | ||
| By | /s/ Jeffrey Stroburg | |
| Jeffrey Stroburg | ||
| Chairman and Chief Executive Officer | ||
Date: July 15, 2011
Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.
| Date | ||||||||
BY | /s/ Jeffrey Stroburg | Chairman and Chief Executive Officer (Principal Executive Officer) | July 15, 2011 | |||||
| Jeffrey Stroburg | ||||||||
BY | /s/ Chad Stone | Chief Financial Officer (Principal Financial Officer) | July 15, 2011 | |||||
| Chad Stone | ||||||||
BY | /s/ Natalie Lischer | Treasurer (Principal Accounting Officer) | July 15, 2011 | |||||
| Natalie Lischer | ||||||||
* | Director | July 15, 2011 | ||||||
| Paul Chatterton | ||||||||
* | Director | July 15, 2011 | ||||||
| Scott P. Chesnut | ||||||||
* | Director | July 15, 2011 | ||||||
| Delbert Christensen | ||||||||
* | Director | July 15, 2011 | ||||||
| Randolph L. Howard | ||||||||
* | Director | July 15, 2011 | ||||||
| Eric Hakmiller | ||||||||
* | Director | July 15, 2011 | ||||||
| Michael A. Jackson | ||||||||
* | Director | July 15, 2011 | ||||||
| Jonathan Koch | ||||||||
* | Director | July 15, 2011 | ||||||
| Christopher Sorrells | ||||||||
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* | Director | July 15, 2011 | ||||||
| Don Huyser | ||||||||
* | Director | July 15, 2011 | ||||||
| Ronald Mapes | ||||||||
* By: | /s/ Chad Stone | |
| Chad Stone, Attorney-In-Fact |
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Exhibit No. | DESCRIPTION | |
| 31.1 | Chief Executive Officer Certification Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. | |
| 31.2 | Chief Financial Officer Certification Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. | |
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