Delaware
|
1-12534
|
72-1133047
|
(State
or other jurisdiction
|
(Commission
File Number)
|
(I.R.S.
Employer
|
of
incorporation)
|
Identification
No.)
|
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))
|
Executive
Officer
|
Title
|
Number
of Shares of
Time-Vested
Restricted Stock
|
||||
Lee
K. Boothby
|
President
|
33,600
|
||||
Terry
W. Rathert
|
Senior
Vice President and Chief Financial Officer
|
33,600
|
||||
Mona
Leigh Bernhardt
|
Vice
President—Human Resources
|
14,400
|
||||
W.
Mark Blumenshine
|
Vice
President—Land
|
15,360
|
||||
Stephen
C. Campbell
|
Vice
President—Investor Relations
|
14,400
|
||||
George
T. Dunn
|
Vice
President—Mid-Continent
|
24,000
|
||||
John
H. Jasek
|
Vice
President—Gulf of Mexico
|
19,200
|
||||
James
J. Metcalf
|
Vice
President—Drilling
|
15,360
|
||||
Gary
D. Packer
|
Vice
President—Rocky Mountains
|
33,600
|
||||
William
D. Schneider
|
Vice
President—Onshore Gulf Coast & International
|
19,200
|
||||
Mark
J. Spicer
|
Vice
President—Information Technology
|
14,400
|
||||
James
T. Zernell
|
Vice
President—Production
|
19,200
|
||||
John
D. Marziotti
|
General
Counsel and Secretary
|
15,360
|
||||
Brian
L. Rickmers
|
Controller
& Assistant Secretary
|
14,400
|
||||
Susan
G. Riggs
|
Treasurer
|
11,520
|
·
|
Normally,
for an annual meeting Newfield must receive the notice not less than 75
days or more than 120 days before the first anniversary of the prior
year’s meeting.
|
·
|
However,
if the annual meeting is held on a date that is more than 15 days before
or 30 days after such anniversary date, Newfield must receive the notice
by the later of (1) 75 days before the annual meeting and (2) 10 days
after the day on which public announcement of the date of the meeting is
first made.
|
·
|
If
Newfield holds a special meeting, Newfield must receive the notice by the
later of (1) 75 days before the special meeting and (2) 10 days after the
day on which public announcement of the date of the meeting is first
made.
|
·
|
Normally,
for an annual meeting, the notice was required to be received by Newfield
not less than 45 days or more than 120 days in advance of the
date on which Newfield filed its definitive proxy materials for the prior
year’s annual meeting.
|
·
|
However,
if the annual meeting was held on a date more than 30 days before or
30 days after the anniversary of the previous year’s annual meeting, the
notice was required to be received by Newfield no later than the later of
(1) 60 days before the annual meeting or (2) 10 days following
the day on which public announcement of the date of the meeting was first
made.
|
(d)
|
Exhibits
|
|
3.2
|
Amended
and Restated Bylaws, effective as of February 5, 2009
|
|
10.15
|
Form
of Restricted Stock Agreement
|
|
10.20
|
Form
of Indemnification Agreement
|
|
99.1
|
Earnings
Press Release issued by Newfield on February 5, 2009
|
|
99.2
|
Succession
Press Release issued by Newfield on February 5, 2009
|
|
99.3
|
@
NFX Publication issued by Newfield on February 5,
2009
|
NEWFIELD
EXPLORATION COMPANY
|
||
Date:
February 6, 2009
|
By:
|
/s/
Brian L. Rickmers
|
Brian
L. Rickmers
|
||
Controller
|
Exhibit
No.
|
Description
|
|
3.2
|
Amended
and Restated Bylaws, effective as of February 5, 2009
|
|
10.15
|
Form
of Restricted Stock Agreement
|
|
10.20
|
Form
of Indemnification Agreement
|
|
99.1
|
Earnings
Press Release issued by Newfield on February 5, 2009
|
|
99.2
|
Succession
Press Release issued by Newfield on February 5, 2009
|
|
99.3
|
@
NFX Publication issued by Newfield on February 5,
2009
|