e8vk
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): November 27, 2007
DAWSON GEOPHYSICAL COMPANY
(Exact name of Registrant as specified in its charter)
|
|
|
|
|
TEXAS |
|
0-10144 |
|
75-0970548 |
(State of incorporation or organization)
|
|
(Commission file number)
|
|
(I.R.S. employer identification number) |
|
|
|
508 W. WALL, SUITE 800 |
|
|
MIDLAND, TEXAS |
|
79701 |
(Address of principal executive offices)
|
|
(Zip code) |
Registrants telephone number, including area code: (432) 684-3000
(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 (see General Instruction
A.2. below):
|
|
|
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)) |
|
|
|
Item 5.02.
|
|
Departure of Directors or Certain Officers; Election of
Directors; Appointment of Certain Officers; Compensatory
Arrangements of Certain Officers. |
(e) On
November 27, 2007, the Board of Directors of the Company, upon
the recommendation of the Compensation Committee of the Board of Directors (the
Committee) approved the payment of cash bonuses to certain of Dawson Geophysical Companys (the
Company) officers, including the Named Executive Officers. The bonuses, which were set by the Committee on March 27, 2007, were based on individual
and overall Company performance in fiscal 2007 and were approved in the following respective
amounts:
|
|
|
|
|
|
|
|
|
|
|
|
|
Name |
|
|
Position |
|
|
Bonus Amount |
|
|
|
Stephen C. Jumper |
|
|
President, Chief Executive Officer and Director |
|
|
$ |
40,000 |
|
|
|
Christina W. Hagan |
|
|
Executive Vice President, Secretary and Chief Financial Officer |
|
|
$ |
30,000 |
|
|
|
C. Ray Tobias |
|
|
Executive Vice President, Chief Operating Officer |
|
|
$ |
30,000 |
|
|
|
Howell W. Pardue |
|
|
Executive Vice President |
|
|
$ |
30,000 |
|
|
|
Kermit S. Forsdick |
|
|
Vice President |
|
|
$ |
30,000 |
|
|
|
Also on November 27, 2007, the Board of Directors of the Company, upon the
recommendation of the Committee, confirmed the fiscal 2007 allocation of 5% of the Companys
pre-tax income for the Companys Profit Sharing Plan (the Plan). Additionally, the Board of
Directors of the Company, upon the recommendation of the Committee, preliminarily set the fiscal
2008 allocation for the Plan at 5% of the Companys pre-tax income.
Pursuant to the Plan, which is not a qualified plan under ERISA, the Company accrues 5% of
pretax net income each month during a fiscal year as a pool of funds to be allocated to all
employees, including the Companys executive officers, that contributed to the success of the
fiscal year. Employees that were hired no later than August 31st of the fiscal year are included
in the allocation of the funds that are paid mid-December. Participating employees must be
employed with the Company on the date of payment in order to receive a payment under the Plan. The
allocation of funds is based on a formula of period of service, annual salary and position.
A description of the Plan is included as Exhibit 10.1 to this Current Report on Form 8-K and
is incorporated herein by reference.
|
|
|
Item 9.01. |
|
Financial Statements and Exhibits. |
|
(d) |
|
Exhibits |
|
|
|
|
|
Exhibit Number |
|
Description |
|
10.1 |
|
|
Description of Profit Sharing Plan |
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.
|
|
|
|
|
|
DAWSON GEOPHYSICAL COMPANY |
|
Date: December 3, 2007 |
By: |
/s/ Christina W. Hagan |
|
|
|
Christina W. Hagan |
|
|
|
Executive Vice President, Secretary and Chief Financial Officer |
|
|
INDEX TO EXHIBITS
|
|
|
|
|
Exhibit Number |
|
Description |
|
10.1 |
|
|
Description of Profit Sharing Plan |
exv10w1
Exhibit 10.1
Description of Profit Sharing Plan
Pursuant to the Profit Sharing Plan (the Plan), which is not a qualified plan under ERISA,
Dawson Geophysical Company (the Company) accrues 5% of pretax net income each month during a
fiscal year as a pool of funds to be allocated to all employees, including the Companys executive
officers, that contributed to the success of the fiscal year. Employees that were hired no later
than August 31st of the fiscal year are included in the allocation of the funds that are paid
mid-December. Participating employees must be employed with the Company on the date of payment in
order to receive a payment under the Plan. The allocation of funds is based on a formula of period
of service, annual salary and position.