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: September 22, 2006
Date of Earliest Event Reported: September 14, 2006
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EVOLUTION PETROLEUM CORPORATION
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(Exact Name of Registrant as Specified in its Charter)
Nevada
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(State or Other Jurisdiction of Incorporation)
0-27862 41-1781991
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(Commission File Number) (I.R.S. Employer Identification No.)
820 Gessner, Suite 1340, Houston, Texas 77024
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(Address of Principal Executive Offices) (Zip Code)
(713) 935-0122
(Registrant's Telephone Number, Including Area Code)
Natural Gas Systems, Inc.
(Former Name or Former Address, if Changed Since Last Report)
TABLE OF CONTENTS
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Item 1.01 Entry into a Material Definitive Agreement
Item 9.01 Financial Statements and Exhibits.
Signatures
Item 1.01 Entry into a Material Definitive Agreement.
Payment of Bonuses.
On September 14, 2006, under the direction of the Compensation Committee of the
Board of Directors of Evolution Petroleum Corporation ("EPM" or the "Company"),
the Company disbursed the funds under the Company's existing bonus plans
established in various executive officer employment agreements previously filed
with the Securities and Exchange Commission (the "Bonus Plans"). The purposes of
the Bonus Plan are to motivate employees, including executive officers, by tying
compensation to performance, reward exceptional performance that supports
overall EMP objectives, and attract and retain top performing employees. The
Bonus Plan objectives primarily relate to the achievement of certain objectives
set by the Company's Compensation Committee. Achievement of such objectives
determines the amount of cash bonus paid to the executive officers, with
limitations set forth in the respective executive officer employment agreement
or other agreement. Under the Bonus Plan noted above, Robert Herlin, CEO and
President received a bonus of $105,000 for the six months ended June 30, 2006,
Sterling McDonald, CFO, received a bonus of $60,000 for the six months ended
June 30, 2006, and Daryl Mazzanti, VP of Operations, received a bonus of
$116,250 for the 12 months ended June 30, 2006.
Indemnification Agreements with Officers and Directors
On September 20, 2006, the Board of Directors of the Company approved a new form
of indemnification agreement to be entered into by the Company with its
directors and officers. On September 20, 2006, the Company entered into separate
indemnification agreements with Laird Q. Cagan the Company's Chairman of the
Board, William Dozier, Gene Stoever, and E.J. DiPaolo, directors of the Company,
Robert S. Herlin, the Company's Chief Executive Officer and director, Sterling
McDonald, the Company's Chief Executive Officer, and Daryl Mazzanti, the
Company's V.P. of Operations. The Company currently expects that it will enter
into indemnification agreements in the form that was approved on September 20,
2006 with any future directors and officers. In general, the indemnification
agreements provide that the Company will, to the fullest extent permitted by
Nevada law and subject to certain limitations, indemnify the director or officer
against certain expenses (including attorneys' fees), judgments, fines,
penalties and settlement amounts that may be incurred in connection with the
defense or settlement of any claim, criminal, civil or administrative action or
proceeding to which the director or officer becomes subject in connection with
his service as a director or officer of the Company. The agreements provide for
indemnification rights regarding both third-party claims and proceedings brought
by or in the right of the Company. In addition, each indemnification agreement
provides for the advancement of expenses incurred by the indemnitee in
connection with any proceeding covered by the agreement to the fullest extent
permitted by Nevada law. The indemnification agreements supersede all prior
indemnification agreements entered into with the directors and officers. The
indemnification agreements do not exclude any other rights to indemnification or
advancement of expenses to which the indemnitees may be entitled, including any
rights arising under the Articles of Incorporation or By-Laws of the Company, or
Nevada law. The above description of the indemnification agreements does not
purport to be complete and is qualified in its entirety by reference to the form
of indemnification agreement, which is filed as Exhibit 10.1 to this Current
Report on Form 8-K and incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
Exhibits.
The Exhibit included as part of this Current Report is listed in the
attached Exhibit Index. The Exhibit Index, together with the Exhibit listed
therein, is incorporated herein by this reference.
Exhibit No. Description
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10.1 Form of Indemnification Agreement for Officers and Directors,
as adopted on September 20, 2006
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.
EVOLUTION PETROLEUM CORPORATION
Date: September 22, 2006 By: /s/ Robert S. Herlin
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Robert S. Herlin, Chief Executive Officer