Verde Clean Fuels Files 8-K on Officer/Director Changes
Ticker: VGASW · Form: 8-K · Filed: Oct 1, 2024 · CIK: 1841425
| Field | Detail |
|---|---|
| Company | Verde Clean Fuels, Inc. (VGASW) |
| Form Type | 8-K |
| Filed Date | Oct 1, 2024 |
| Risk Level | medium |
| Pages | 4 |
| Reading Time | 5 min |
| Key Dollar Amounts | $0.0001, $11.50, $400,000, $5.99 |
| Sentiment | neutral |
Sentiment: neutral
Topics: management-change, corporate-governance, filing
Related Tickers: VGASW
TL;DR
Verde Clean Fuels (VGASW) filed an 8-K detailing leadership changes and compensation. Watch for updates.
AI Summary
Verde Clean Fuels, Inc. filed an 8-K on September 30, 2024, reporting changes related to its directors and officers, including elections and appointments. The filing also covers compensatory arrangements for certain officers and includes financial statements and exhibits. The company, formerly CENAQ Energy Corp., is incorporated in Delaware and based in Houston, Texas.
Why It Matters
This filing indicates potential shifts in the company's leadership and governance structure, which could impact strategic direction and operational oversight.
Risk Assessment
Risk Level: medium — Changes in directors and officers, along with compensatory arrangements, can signal internal shifts that may affect company performance and strategy.
Key Numbers
- 001-40743 — SEC File Number (Identifies the company's filing with the SEC.)
- 85-1863331 — IRS Number (Company's Employer Identification Number.)
Key Players & Entities
- Verde Clean Fuels, Inc. (company) — Registrant
- CENAQ Energy Corp. (company) — Former company name
- September 30, 2024 (date) — Date of earliest event reported
- Delaware (jurisdiction) — State of incorporation
- Houston, Texas (location) — Business address city and state
FAQ
What specific changes were made regarding directors or officers?
The filing indicates the election of directors and appointment of certain officers, as well as potential departures, under Item 5.02.
What is the nature of the compensatory arrangements mentioned?
The filing covers compensatory arrangements of certain officers under Item 5.02, but specific details would be in the referenced exhibits.
What financial statements or exhibits are included with this filing?
The filing lists 'Financial Statements and Exhibits' as an item, with specific documents to be found in the exhibits section.
When did Verde Clean Fuels, Inc. change its name from CENAQ Energy Corp.?
The date of the name change from CENAQ Energy Corp. to Verde Clean Fuels, Inc. was January 20, 2021.
What is the par value of Verde Clean Fuels' common stock?
The par value of Verde Clean Fuels' Class Common Stock is $0.0001 per share.
Filing Stats: 1,125 words · 5 min read · ~4 pages · Grade level 11.3 · Accepted 2024-10-01 16:15:14
Key Financial Figures
- $0.0001 — tered Class A Common Stock, par value $0.0001 per share VGAS The Nasdaq Capital M
- $11.50 — A Common Stock at an exercise price of $11.50 per share VGASW The Nasdaq Capital
- $400,000 — hings, (i) an annualized base salary of $400,000, (ii) eligibility to receive a discreti
- $5.99 — rcise price equal to the greater of (A) $5.99 per share or (B) the per-share trading
Filing Documents
- ea0216221-8k_verde.htm (8-K) — 34KB
- ea021622101ex10-1_verde.htm (EX-10.1) — 98KB
- 0001213900-24-084049.txt ( ) — 379KB
- vgasw-20240930.xsd (EX-101.SCH) — 4KB
- vgasw-20240930_def.xml (EX-101.DEF) — 26KB
- vgasw-20240930_lab.xml (EX-101.LAB) — 36KB
- vgasw-20240930_pre.xml (EX-101.PRE) — 25KB
- ea0216221-8k_verde_htm.xml (XML) — 6KB
02. Departure of Directors or Certain
Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. Appointment of Chief Financial Officer On September 30, 2024, Verde Clean Fuels, Inc. (the "Company") appointed George W. Burdette III ("Mr. Burdette") as Chief Financial Officer of the Company and entered into an executive employment agreement (the "Burdette Agreement") with Mr. Burdette, who will commence providing services to the Company on October 1, 2024 ("Start Date"). The Burdette Agreement provides for an initial four-year term ending on October 2, 2028 (the "Initial Term"). The Burdette Agreement provides for, among other things, (i) an annualized base salary of $400,000, (ii) eligibility to receive a discretionary annual cash bonus with a target amount of 50% of Mr. Burdette's base salary, based upon the achievement of certain performance objectives established by the Company's board of directors, (iii) participation in the Company's employee benefit plans, and (iv) a stock option (the "Burdette Option") under the Company's 2023 Omnibus Incentive Plan (the "Plan") to be granted on the next business day following the Start Date and providing for the purchase of 310,985 shares of the Company Class A common stock, par value $0.0001 per share (the "Class A common stock"), at an exercise price equal to the greater of (A) $5.99 per share or (B) the per-share trading price of the Class A common stock on the trading day immediately prior to the date of grant. Pursuant to the Burdette Agreement, if Mr. Burdette's employment is terminated by the Company during the Initial Term without "cause" (and other than as a result of his death or disability) or if Mr. Burdette resigns for "good reason" (each as defined in the Burdette Agreement), Mr. Burdette will receive, (
01. Financial
Item 9.01. Financial (d) Exhibits. Exhibit Number Description 10.1* Employment Agreement, dated as of September 30, 2024 by and between the Verde Clean Fuels, Inc. and George W. Burdette III. 104 Cover Page Interactive Data File (embedded within the Inline XBRL document). * Filed herewith. 1 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. Date: October 1, 2024 Verde Clean Fuels, Inc. By: /s/ Ernest Miller Name: Ernest Miller Title: Chief Executive Officer and Interim Chief Financial Officer 2