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)
January 24, 2008
TXCO Resources Inc.
(Exact name of registrant as specified in its charter)
| Delaware | 0-9120 | 84-0793089 |
| (State of | (Commission File | (IRS Employer |
| incorporation) | Number) | Identification No.) |
| 777 E. Sonterra Blvd., Suite 350 | |
| San Antonio, Texas | 78258 |
| (Address of principal executive offices) | (Zip Code) |
(210) 496-5300
(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 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
On January 24, 2008, TXCO Resources Inc.'s (the "Company") Board of Directors (the "Board") approved new base salaries for its named executive officers and other officers. The new annual base salaries, shown in the table below, are effective January 1, 2008.
Name and Position | New Base Salary |
| | |
James J. Bookout Vice-President, Chief Operating Officer | $220,000 |
| | |
Gary S. Grinsfelder Vice-President Exploration | $220,000 |
| | |
M. Frank Russell Vice-President and General Counsel | $195,000 |
| | |
P. Mark Stark Vice-President, Treasurer and Chief Financial Officer | $235,000 |
| | |
Roberto R. Thomae Corporate Secretary and Vice-President Capital Markets | $195,000 |
The Board also approved grants of restricted stock to non-employee directors and certain executive officers of the Company and authorized James E. Sigmon to make additional grants of restricted common stock under the 2005 Incentive Plan to other employees. Non-employee directors were granted 5,000 shares each that vest one year from the date of grant, except that Mr. Hewitt our newly appointed non-employee director was granted 40,000 shares that vest in three installments over a three-year period. Grants to directors and certain executive officers are shown in the following table.
Name and Position | Restricted Shares Granted | Vesting Schedule |
| | | |
Alan L. Edgar Director | 5,000 | All shares shall vest on January 24, 2009 |
| | | |
Robert L. Foree Director | 5,000 | All shares shall vest on January 24, 2009 |
| | | |
Dennis B. Fitzpatrick Director | 5,000 | All shares shall vest on January 24, 2009 |
| | | |
James L. Hewitt Director | 40,000 | One-third of the shares shall vest on each of January 24 of 2009, 2010 and 2011. |
| | | |
Jon Michael Muckleroy Director | 5,000 | All shares shall vest on January 24, 2009 |
| | | |
Michael J. Pint Director | 5,000 | All shares shall vest on January 24, 2009 |
| | | |
James J. Bookout Vice President, Chief Operating Officer | 10,000 | One-third of the shares shall vest on each of January 24 of 2009, 2010 and 2011. |
| | | |
Gary S. Grinsfelder Vice-President Exploration | 10,000 | One-third of the shares shall vest on each of January 24 of 2009, 2010 and 2011. |
| | | |
M. Frank Russell Vice President and General Counsel | 10,000 | One-third of the shares shall vest on each of January 24 of 2009, 2010 and 2011. |
| | | |
P. Mark Stark Vice President, Treasurer and Chief Financial Officer | 10,000 | One-third of the shares shall vest on each of January 24 of 2009, 2010 and 2011. |
| | | |
Roberto R. Thomae Corporate Secretary and Vice President Capital Markets | 10,000 | One-third of the shares shall vest on each of January 24 of 2009, 2010 and 2011. |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this registration statement to be signed on its behalf by the undersigned, thereunto duly authorized.
| | |
| | TXCO Resources Inc. |
| | |
| Dated: January 28, 2008 | /s/ P. Mark Stark |
| | P. Mark Stark |
| | Chief Financial Officer |
| | (Principal Accounting and Financial Officer) |
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