BPZ shareholders meeting update
ca.us.biz.yahoo.com
24-Aug-2007
Entry into a Material Definitive Agreement, Material Modification to Rights of Sec
Item 1.01 Entry into a Material Definitive Agreement.
On August 17, 2007, the Company adopted the 2007 Long-Term Incentive Compensation Plan (the "2007 LTIP"), which is an amendment and restatement of the BPZ Energy, Inc. 2005 Long-Term Incentive Compensation Plan (the "2005 LTIP"). The amendment and restatement was recommended by our Board of Directors and adopted pursuant to the approval of the shareholders at the 2007 annual meeting of shareholders held on August 17, 2007. The 2007 LTIP supersedes and replaces the 2005 LTIP but will not impair the vesting or exercise of any award granted under the 2005 LTIP prior to the date the 2007 LTIP became effective. The provisions of the 2005 LTIP applicable to directors are set forth in a separate 2007 Directors' Compensation Incentive Plan (the "Directors' Plan"), which was also adopted by the Company pursuant to the approval of the shareholders at the 2007 annual meeting of shareholders held August 17, 2007.
The 2007 LTIP increases the amount of securities available for incentive awards to an aggregate of 4,000,000 shares, subject to adjustment to reflect stock splits and other similar events. The 2007 LTIP terminates on the earlier of (1) ten years from the date the 2007 LTIP becomes effective, or (2) at such time as no shares of common stock of the Company remain available for issuance through the plan. The Company's officers, employees and consultant and the employees of certain of the Company's affiliates are eligible to participate in the 2007 LTIP. The 2007 LTIP allows for the award of (1) incentive stock options under
Section 422 of the Tax Code, (2) non-statutory stock options not covered under
Section 422 of the Tax Code, (3) stock appreciation rights granting the recipient the right to receive an excess in the fair market value (as defined in the 2007 LTIP) of shares of stock over a specified reference price, (4) restricted stock, which will be subject to a risk of forfeiture and nontransferable until it vests over time, (5) qualified performance-based incentive to employees who qualify as covered employees within the meaning of
Section 162(m) of the Tax Code, as amended, (6) unrestricted stock, which will be immediately transferable, and (7) other stock-based incentive awards. Any vesting provisions for an award made under the 2007 LTIP may be determined by the Compensation Committee. Awards will generally vest in four years unless otherwise determined by the Compensation Committee.
(more...) |
