UNITED STATES
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): April 5, 2011
GOODRICH PETROLEUM CORPORATION
(Exact name of registrant as specified in its charter)
| Delaware | 001-12719 | 76-0466193 | ||
| (State or other Jurisdiction of Incorporation) |
(Commission File Number) |
(IRS Employer Identification Number) |
| 801 Louisiana, Suite 700 Houston, Texas |
77002 | |
| (Address of Principal Executive Offices) | (Zip Code) |
Registrant’s telephone number, including area code: (713) 780-9494
N/A
(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 satisfy the filing obligation of the registrant under any of the following provisions:
| ¨ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ¨ | 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. |
Effective April 5, 2011, the Board of Directors (the “Board”) of Goodrich Petroleum Corporation (the “Company”) elected Peter Goodson to serve as an independent Class I Director, with a term extending until the Company’s 2011 annual meeting of stockholders. Mr. Goodson will fill a vacancy created by the passing of one of the Company’s former Class I Directors, Geraldine Ferraro. The Board has not yet determined what committee or committees, if any, on which Mr. Goodson will serve.
There are no understandings or arrangements between Mr. Goodson and any other person pursuant to which Mr. Goodson was elected to serve as a director of the Company. There are no relationships between Mr. Goodson and the Company or any of its subsidiaries that would require disclosure pursuant to Item 404(a) of Regulation S-K. As a non-employee director, Mr. Goodson will receive compensation in accordance with the Company’s policies for compensating non-employee directors.
| Item 7.01 | Regulation FD Disclosure. |
On April 7, 2011, the Company issued a press release announcing the election of Mr. Goodson to the Board. A copy of the Company’s press release is attached as Exhibit 99.1 to this Current Report on Form 8-K.
In accordance with General Instruction B.2 of Form 8-K, the information contained in this Item 7.01 or in Exhibit 99.1 shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”) or otherwise subject to the liabilities of that section, nor shall such information and exhibit be deemed incorporated by reference into any filing under the Securities Act of 1933 or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.
| Item 9.01. | Financial Statements and Other Exhibits. |
(d) Exhibits
| Exhibit |
Description | |
| 99.1 | Press release issued April 7, 2011. | |
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SIGNATURES
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.
| GOODRICH PETROLEUM CORPORATION | ||||
| Date: April 7, 2011 | By: | /s/ Michael J. Killelea | ||
| Michael J. Killelea | ||||
| Senior Vice President, General Counsel and Corporate Secretary | ||||
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EXHIBIT INDEX
| Exhibit |
Description | |
| 99.1 | Press release issued April 7, 2011. | |
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