Callon Petroleum Company (Exact name of registrant as specified in its charter)

Transcription

1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report December 7, 2017 (Date of earliest event reported) Callon Petroleum Company (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of (Commission File Number) (I.R.S. Employer incorporation or organization) Identification Number) 200 North Canal St. Natchez, Mississippi (Address of principal executive offices, including zip code) (601) (Registrant's telephone number, including area code) 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 sa sfy the filing obliga on 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 ) o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR a-12) o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR d-2(b)) o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR e-4(c)) Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securi es Act of 1933 ( of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 ( b-2 of this chapter). o Emerging growth company If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transi on period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o

2 Item 5.02 Departure of Directors or Certain Officers; Elec on of Directors; Appointment of Certain Officers; Compensatory Arrangement of Certain Officers On December 7, 2017, Callon Petroleum Company ( CPE or the Company ) appointed James ( Jim ) Ulm II as Senior Vice President and Chief Financial Officer, with an anticipated effective date of December 11, 2017 ( Effective Date ). Mr. Ulm most recently served as founder and managing partner of New Vista Energy Partners, a private E&P company focused on emerging resource plays in the Permian and Anadarko Basins. Previously, he served as CFO for three private companies, including with Fieldwood Energy, LLC where he was responsible for financial and accoun ng management, planning and the integra on of several large acquisi ons. Prior to these roles, Mr. Ulm served for almost ten years as the CFO for Pogo Producing Company, a publicly-traded oil and gas company which had meaningful opera ons in the Permian Basin. Earlier in his career, he held finance and accoun ng leadership roles with Newfield Explora on Company and American Explora on Company. Mr. Ulm holds an MBA and an undergraduate degree in Accoun ng, both from the University of Texas. Mr. Ulm has no family rela onship with any execu ve officer or director of CPE reportable under Item 401(d) of Regulation S-K. As Senior Vice President and CFO, Mr. Ulm will receive a base salary of $465,000 per year. He will par cipate in both the Company s annual (i) cash bonus program with a target award of 90% of base salary and (ii) long-term incen ve awards program with a target award to be set by the Compensa on Commi ee. Mr. Ulm will also par cipate in the Company s employee benefit plans and programs in accordance with their terms. Those plans and programs are outlined in the Company's 2017 Proxy Statement. Mr. Ulm will also receive a company vehicle as well as a sign-on grant of 90,000 shares of Company restricted stock that will vest pro-rata over three years commencing on January 1, As of the Effective Date of Mr. Ulm s appointment, Correne Loeffler, currently interim CFO, will retain her role as Callon s Treasurer. A press release dated December 7, 2017, announcing the appointment of James Ulm as Chief Financial Officer has been filed as Exhibit 99.1 to this Report. Item Financial Statements and Exhibits (d) Exhibits Exhibit Number Title of Document 99.1 Press release issued by Callon Petroleum Company, issued December 7, 2017

3 SIGNATURES Pursuant to the requirements of the Securi es Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Callon Petroleum Company (Registrant) December 7, 2017 By: /s/ Joseph C. Gatto, Jr. Joseph C. Gatto, Jr. President and Chief Executive Officer

4 Exhibit Index Exhibit Number Title of Document 99.1 Press release issued by Callon Petroleum Company, issued December 7, 2017

5 Exhibit 99.1 Callon Petroleum Appoints James Ulm as Chief Financial Officer Natchez, MS (December 7, 2017) - Callon Petroleum Company (NYSE: CPE) ( Callon ) today announced that James Jim Ulm, II has been named Senior Vice President and Chief Financial Officer of Callon with an anticipated effective date of December 11, Mr. Ulm has more than 30 years of experience in the energy industry with responsibili es including finance, accoun ng, strategic planning, business development and risk management. His most recent posi on has been as founder and managing partner of New Vista Energy Partners, a private E&P company focused on emerging resource plays in the Permian and Anadarko Basins. Previously, he served as CFO for three private companies, including with Fieldwood Energy, LLC where he was responsible for financial and accoun ng management, planning and the integra on of several large acquisi ons. Prior to these roles, Mr. Ulm served for almost ten years as the CFO for Pogo Producing Company, a publicly-traded oil and gas company which had meaningful opera ons in the Permian Basin. Earlier in his career, he held finance and accoun ng leadership roles with Newfield Explora on Company and American Explora on Company. Mr. Ulm holds an MBA and an undergraduate degree in Accounting, both from the University of Texas. I am very pleased to have Jim join our execu ve leadership team as we enter our next stage of growth, and con nue to scale and expand our opera ons, said Joe Ga o, Chief Execu ve Officer and President of Callon. We certainly expect that Jim s depth of experience with independent oil and gas operators and years of financial leadership will prove to be invaluable assets as Callon executes a corporate strategy designed to generate leading shareholder value in the Permian Basin. As of the effec ve date of Mr. Ulm s appointment, Correne Loeffler, currently interim CFO, will retain her role as Callon s Treasurer. Mr. Ga o commented, We are grateful for Correne s contribu ons as interim CFO over the past several months and the leadership she will continue to provide within Callon in the future. In addi on, Callon recently added to its senior management team with the appointment of Michol Ecklund as Vice President and General Counsel. Prior to joining Callon, Ms. Ecklund served as Deputy General Counsel, Opera ons Law at Marathon Oil Company. During her 15- year tenure at Marathon, she held management posi ons across the legal organiza on in a variety of disciplines and geographic opera ng areas. Prior to her me with Marathon, she worked for Baker Bo s L.L.P. in Houston. Ms. Ecklund holds a Bachelor of Arts degree from Rice University and a Juris Doctor degree from Harvard Law School. Callon is an independent energy company focused on the acquisi on, development, explora on and opera on of oil and gas proper es in the Permian Basin in West Texas. This news release is posted on the Company s website at and will be archived there for subsequent review. It can be accessed from the News link on the top of the homepage. For further information contact Mark Brewer Director of Investor Relations