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): September 2, 2015

ALON USA ENERGY, INC.
(Exact Name of Registrant as Specified in Charter)

Delaware
(State or Other Jurisdiction
of Incorporation)
001-32567
(Commission
File Number)
74-2966572
(IRS Employer
Identification No.)

12700 Park Central Dr., Suite 1600
Dallas, Texas 75251
(Address of Principal Executive Offices) (Zip Code)

Registrant’s telephone number, including area code: (972) 367-3600

____________________________


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:
        
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 1.01. Entry into a Material Definitive Agreement.
The description set forth below in Item 5.02 is incorporated by reference into this Item 1.01.

Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
Amendment to Restricted Stock Award Agreement of Alan Moret

Effective September 2, 2015, a subsidiary of Alon USA Energy, Inc. (the “Company”) entered into the Second Amendment to Restricted Stock Award Agreement with Mr. Alan Moret (the “Amendment”), the Company’s Senior Vice President of Supply. The Amendment modifies the vesting provisions applicable to previously granted restricted stock in the event of Mr. Moret’s termination or resignation.

A copy of the Amendment is attached as Exhibit 10.2 to this Current Report on Form 8-K, and is incorporated by reference into this Item 5.02.

Item 9.01. Financial Statements and Exhibits.
(d)    Exhibits.
Exhibit Number
 
Description
10.1
 
Second Amendment to Restricted Stock Award Agreement between Alon USA GP, LLC and Alan Moret, dated September 2, 2015.





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.

 
 
Alon USA Energy, Inc.
Date:
September 8, 2015
By:  
/s/ James Ranspot
 
 
 
James Ranspot
 
 
 
Senior Vice President, General Counsel and Secretary








INDEX TO EXHIBITS

Exhibit Number
 
Description
10.1
 
Second Amendment to Restricted Stock Award Agreement between Alon USA GP, LLC and Alan Moret, dated September 2, 2015.






SECOND AMENDMENT TO
ALON USA ENERGY, INC.
RESTRICTED STOCK AWARD AGREEMENT
WHEREAS, Alan Moret (the “Participant”) is an employee of Alon USA Energy, Inc., a Delaware corporation (the “Company”) or one of its Subsidiaries, and a Participant within the meaning of the Alon USA Energy, Inc. Amended and Restated 2005 Incentive Compensation Plan (the “Plan”);
WHEREAS, Participant received a grant of restricted shares evidenced by that certain Restricted Stock Award Agreement by and between the Company and Participant, dated May 10, 2011 (as previously amended, the “Agreement”);
WHEREAS, a Change of Control (as defined in the Agreement) has occurred and, pursuant to Section 3(b), Participant has the right to resign within the 6-month period thereafter and cause the immediate vesting of all nonvested Restricted Shares;
WHEREAS, the Company and Participant hereby agree to further amend the Agreement as follows:
1.    Terms not defined in this Second Amendment to Restricted Stock Award Agreement (this “Second Amendment”) have the meanings set forth in the Agreement.
2.    Section 3(b) of the Agreement is hereby amended and restated in its entirety as follows:
“(b)    Full Vesting Upon Certain Events. Notwithstanding the provisions of Section 3(a), the Participant will acquire a vested interest in, and the restrictions on voting and the right to receive dividends set forth in Section 1(b) and the restrictions on transfer set forth in Section 2 will lapse with respect to, all of the granted but nonvested Restricted Shares in the event of (i) the involuntary termination (including disability or death) of the Participant’s employment with the Company and its Subsidiaries for any reason, including for Cause, or (ii) the voluntary termination of the Participant’s employment with the Company and its Subsidiaries by the Participant, with or without Good Reason.”
3.    Section 3(c) of the Agreement is hereby deleted in its entirety.
4.    Except as may be specifically modified herein, the terms and conditions of the Agreement remain in full force and effect, unaffected by the execution and delivery of this Second Amendment.


The Participant hereby accepts and agrees to be bound by all the terms and conditions of the Plan and the Agreement, as amended by this Second Amendment, such amendment to become effective this September 2, 2015.
ALON USA ENERGY, INC.



By /s/ Paul Eisman
Name: Paul Eisman
Title: President
ACCEPTED:

/s/ Alan Moret
Signature of Participant


Alon (NYSE:ALJ)
Historical Stock Chart
From Mar 2024 to Apr 2024 Click Here for more Alon Charts.
Alon (NYSE:ALJ)
Historical Stock Chart
From Apr 2023 to Apr 2024 Click Here for more Alon Charts.