UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (or Date of Earliest Event Reported): May 10, 2005
SWIFT ENERGY COMPANY
(Exact name of Registrant as specified in its charter)
TEXAS 1-8754 74-2073055
(State or other jurisdiction (Commission File Number) (IRS Employer
of incorporation) Identification No.)
16825 Northchase Drive, Suite 400
Houston, Texas 77060
(Address of principal executive offices)
(281) 874-2700
(Registrant's telephone number)
Not Applicable
(Former Name or former address, if changed since last report)
Item 1.01 Entry Into Material Definitive Agreement
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2005 Stock Compensation Plan
On May 10, 2005, at the Annual Meeting of Shareholders of Swift Energy Company
("Swift"), the shareholders of Swift approved the Swift Energy Company 2005
Stock Compensation Plan (the "2005 Stock Plan") by an affirmative vote of a
majority of the shares represented at the meeting. The 2005 Stock Plan had been
adopted, subject to shareholder approval, by Swift's Board of Directors on March
23, 2005. The purpose of the 2005 Stock Plan is to promote and advance the
interests of Swift by aiding in hiring, retaining and rewarding qualified
employees, attracting and retaining outstanding directors, and increasing the
interest of managerial and key employees and consultants in the growth and
financial success of the Company by offering stock options and stock and cash
bonus incentives based on performance.
The 2005 Stock Plan provides for the grant of various awards to directors,
officers and other key employees and consultants of Swift or its subsidiaries,
including incentive stock options, nonqualified stock options, "reload" options,
stock appreciation rights, restricted stock, restricted stock units and
performance bonus awards. The aggregate number of shares of common stock that
may be issued pursuant to awards under the 2005 Stock Plan is between 625,000
and 900,000 shares of Swift's common stock, depending on the nature of the
awards. The maximum numbers of shares of Swift common stock that may be issued
under the 2005 Stock Plan is 900,000 shares in a "fungible pool" of shares, plus
shares covered by previous awards granted prior to May 10, 2005 under any prior
long-term incentive plan which awards are forfeited or cancelled. That pool of
shares will be reduced by one share for every stock option, which is granted,
and will be reduced by 1.44 shares for every "full-value" award which is
granted. Full-value awards consist of restricted stock, restricted stock units
and stock appreciation rights.
The Compensation Committee of Swift's Board of Directors has the sole authority
to construe and interpret the 2005 Stock Plan, to select participants, to grant
awards and to establish the terms and conditions of the awards. The Compensation
Committee is allowed to give Swift's chief executive officer specifically
limited written authority to grant awards to new employees.
The 2005 Stock Plan is attached as Exhibit 10.1 hereto and is incorporated
herein by reference. Additional information about the 2005 Stock Plan can also
be found in the Company's definitive proxy statement on Schedule 14A for the
2005 Annual Meeting of Stockholders, as filed with the Securities and Exchange
Commission on March 28, 2005, in the section of the proxy statement entitled
"Proposal 2 -- Approval of the Swift Energy Company 2005 Stock Compensation
Plan."
Item 5.02 Departure of Directors or Principal Officers; Election of Directors;
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of Principal Officers
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At the May 10, 2005 annual meeting of shareholders of Swift Energy Company,
Messrs. Virgil N. Swift and G. Robert Evans did not stand for re-election to
Swift's Board of Directors. Following the shareholder election of new directors,
Virgil N. Swift, a founding director, was appointed as a Director Emeritus of
Swift. At the meeting, the shareholders of Swift's common stock elected Douglas
J. Lanier and Bruce H Vincent to Swift's Board. Shareholders also re-elected
current director Deanna L. Cannon. These newly elected board members will serve
three year terms.
Following the election of the three directors, Swift's Board continues to total
nine members. Other Board members include A. Earl Swift, Chairman of the Board,
Raymond E. Galvin, Greg Matiuk, Henry C. Montgomery, Clyde W. Smith, Jr. and
Terry E. Swift.
Item. 9.01 Financial Statement and Exhibits
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(c) Exhibit. The following exhibit is filed with this report on Form 8-K:
Exhibit No. Exhibit Description
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10.1 Swift Energy Company 2005 Stock Compensation Plan
2
SIGNATURE
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.
Date: May 10, 2005
Swift Energy Company
By:/s/ Bruce H. Vincent
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Bruce H. Vincent
President
EXHIBIT INDEX
Exhibit No. Description
10.1 Swift Energy Company 2005 Stock Compensation Plan