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| HK > SEC Filings for HK > Form 8-K on 10-Aug-2009 | All Recent SEC Filings |
10-Aug-2009
Amendment or Waiver to Code of Ethics, Other Events, Financial Statements a
On August 4, 2009, the board of directors (the "Board") of Petrohawk Energy Corporation (the "Company") amended the Company's Code of Ethics to clarify certain terms used therein and the scope of the policy, including the application of the policy to all senior financial officers of the Company and the general ethical standards required of such officers. The foregoing description of the Company's Code of Ethics is qualified in its entirety by reference to the full text of the Code of Ethics, a copy of which is filed herewith as Exhibit 14.1 and is incorporated herein by reference.
On August 4, 2009, the Board of the Company affirmatively determined that James W. Christmas, a director of the Company and the Vice Chairman of the Board, qualifies as an "independent director" within the meaning of Securities and Exchange Commission and New York Stock Exchange ("NYSE") regulations for director independence, under our corporate governance guidelines and in accordance with our audit committee and nominating and corporate governance committee charters. The Board also determined that Mr. Christmas is financially literate and qualifies as an "audit committee financial expert" under the NYSE rules and Item 407(d)(5) of Regulation S-K, and in accordance with our audit committee charter. Along with these determinations, the Board appointed Mr. Christmas as an additional member of both the Company's audit committee and the nominating and corporate governance committee.
Mr. Christmas has served as a director of the Company and Vice Chairman of the Board since July 12, 2006, upon the merger of KCS Energy, Inc. ("KCS") into the Company. He served as President and Chief Executive Officer of KCS from 1988 until April 2003 and Chairman of the Board and Chief Executive Officer of KCS until its merger into the Company.
With this new appointment, the current members of the Company's audit committee are James W. Christmas, James L. Irish III, Tucker S. Bridwell, Robert C. Stone, Jr., and Christopher A. Viggiano, with Mr. Irish serving as the chairman, and the current members of the Company's nominating and corporate governance committee are James W. Christmas, Thomas R. Fuller, Robert C. Stone, Jr., and Gary A. Merriman, with Mr. Fuller serving as the chairman.
(d) Exhibits. The following exhibits are filed as part of this Current Report on Form 8-K:
Exhibit No. Item
14.1 Code of Ethics of Petrohawk Energy Corporation as amended August
4, 2009.
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