HTM U.S. Geothermal Inc. (delisted)

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: February 3, 2016 (Date of earliest event reported)

U.S. GEOTHERMAL INC.
(Exact Name of Registrant as Specified in Its Charter)

390 E Parkcenter Blvd, Ste 250, Boise, Idaho 83706
(Address of principal executive offices) (Zip Code)

208-424-1027
(Registrant’s Telephone Number, Including Area Code)

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):

[  ] 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.

Zurkoff Employment Agreement

On February 3, 2016, U.S. Geothermal Inc. (the “Company”) entered into Amendment No. 4 to Employment Agreement (the “Amendment”) with Jonathan Zurkoff, the Company’s Executive Vice President, Finance. The Amendment amends Mr. Zurkoff’s employment agreement with the Company, effective December 31, 2010, as amended (the “Agreement”).

Under the terms of the Amendment, the term of the Agreement is hereby extended and will remain in full force and effect until March 31, 2017.

The foregoing description of the Agreement, as amended, is not complete and is qualified in its entirety by reference to the full text of the Agreement and amendments thereto, which are incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

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.

EXHIBIT INDEX

AMENDMENT NO. 4
TO
EMPLOYMENT AGREEMENT

THIS AMENDMENT NO. 4 TO THE EMPLOYMENT AGREEMENT (the “Amendment”) is effective as of February 3, 2016 (the “Effective Date”), by and between U.S. Geothermal Inc., a Delaware corporation (the “Company”), and Jonathan Zurkoff (“Employee”).

RECITALS

WHEREAS, the Company and Employee entered into an Employment Agreement with a term from December 31, 2010 until March 31, 2013 (the “Agreement”).

WHEREAS, the Company and Employee entered into an amendment extending the Agreement until March 31, 2014 (the “Initial Extension”).

WHEREAS, the Company and Employee entered into an amendment extending the Agreement until March 31, 2015 (the “Second Extension”).

WHEREAS, the Company and Employee entered into an amendment extending the Agreement until March 31, 2016 (the “Third Extension”).

WHEREAS, the Company and Employee desire to amend and extend the Agreement on the terms and conditions set forth below.

NOW, THEREFORE, in consideration of the mutual covenants contained in the Agreement and this Amendment, the parties hereby agree as follows:

1.     Term. The term of the Agreement as set forth in Section 2 of the Agreement, is hereby extended and will remain in full force and effect until March 31, 2017.

2.     Compensation. The following sentence is added to the end of Section 5(a) of the Agreement and the Agreement is hereby amended and restated as follows: “For purposes of clarity, all references to the Employee’s salary or base annual salary in the Agreement, as amended, refers to the Employee’s then current salary.”

3.     Savings Clause. Except as modified by this Amendment, the Agreement, as previously amended, shall remain in full force and effect, and is hereby ratified and confirmed in all respects.

[signature page follows]

IN WITNESS WHEREOF, the undersigned have executed this Amendment on February 3, 2016.

U.S. Geothermal Inc.
a Delaware corporation

SIGNED by the Employee in the presence of:

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