We could not find any results for:
Make sure your spelling is correct or try broadening your search.
Share Name | Share Symbol | Market | Type |
---|---|---|---|
Contango Ore Inc | AMEX:CTGO | AMEX | Common Stock |
Price Change | % Change | Share Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|
0.58 | 3.36% | 17.86 | 18.045 | 17.10 | 17.50 | 79,704 | 21:15:08 |
(State
or other jurisdiction of
incorporation
or organization)
|
(Commission
File
Number)
|
(I.R.S.
Employer
Identification
No.)
|
(Address
of principal executive offices)
|
(Zip Code)
|
Registrant’s Telephone Number, including area code: (
|
Title of each class
|
Trading Symbol(s)
|
Name of each exchange on which registered
|
|
|
|
Exhibit No.
|
Description of Exhibit
|
104
|
Cover Page Interactive Data File (embedded within the Inline XBRL document).
|
|
CONTANGO ORE, INC. |
|
|
|
By: /s/ Leah Gaines |
|
Leah Gaines |
|
Vice President, Chief Financial Officer, Chief Accounting |
|
Officer, Treasurer and Secretary
|
Exhibit 10.1 |
1.
|
ENGAGEMENT AND DURATION
|
1.1
|
Engagement
|
1.2
|
Term
|
2.
|
DUTIES
|
2.1
|
Performance of Duties
|
2.2
|
Principal Place of Work
|
2.3
|
Reporting
|
2.4
|
Instructions
|
3.
|
REMUNERATION AND BENEFITS
|
3.1
|
Base Salary
|
3.2
|
Annual Review
|
3.3
|
Reimbursement of Expenses
|
3.4
|
Medical and Life Insurance
|
3.5
|
Directors and Officers Liability Insurance
|
3.6
|
Vacation
|
3.7
|
Discretionary Bonuses and Equity Awards
|
(a)
|
Short-Term Incentive Plan Bonuses. Beginning with
fiscal year 2023, the Executive shall be eligible receive annual cash bonuses (each, a “Bonus”) in accordance with the Company’s short-term incentive arrangement or plan (as such arrangement or plan, if any, may be amended, the “STIP”). The target percentages of Base Salary for each Bonus that the Executive shall be eligible to receive during the Term in accordance with the STIP based on performance (each, a “Target Bonus”) shall be determined by the Compensation Committee and shall initially be up to 50% of Executive’s Base Salary in effect during the year
upon which such Bonus is based. Notwithstanding any other provision in this Agreement, the amount of any Bonus shall be determined by the Compensation Committee in its sole discretion based on its assessment of Executive’s performance
against performance objectives set by the Board and communicated to the Executive. The Board shall have the sole discretion to determine whether such performance objectives have been achieved. The Executive shall not be eligible to
receive any Bonus unless he remains actively employed by the Company through to, and including, the date on which any such Bonus is paid. All Bonuses and other short-term discretionary compensation payable to the Executive by the Company
shall be paid to the Executive in a lump sum no later than 2½ months following the end of the taxable year upon which the applicable Bonus or other compensation was based and shall be subject to all applicable statutory deductions and
withholdings. The Compensation Committee may adjust the Target Bonus levels in its sole discretion during the Term but shall not decrease the Target Bonus levels. The Compensation Committee may settle all or a portion of any Bonus in
shares of the Company.
|
(b)
|
Long-Term Incentive Plan Awards. Beginning with
fiscal year 2023, the Executive shall be eligible to participate in the Company’s 2010 Equity Compensation Plan (as it has been and may be amended, the “LTIP”)
and receive annual awards of restricted stock units and/or stock options (each, an “Award”) in accordance with the LTIP and any applicable award
agreement which must be executed by Executive in accordance with the Company’s Compensation Policy as determined by the Compensation Committee and approved by the Board (each, an “Award Agreement”). The Awards shall initially be issued as all restricted stock units and shall be governed by the vesting, forfeiture, termination, repurchase, and other terms, conditions, and
restrictions of the LTIP and each applicable Award Agreement. The target percentages of Base Salary for each Award that the Executive shall be eligible to receive during the Term in accordance with the LTIP based on performance (each, a
“Target Award”) shall be determined by the Compensation Committee and shall initially be up to 100% of Executive’s Base Salary in effect during the
year upon which such Award is based. The Executive shall not be eligible to receive any Award unless he remains actively employed by the Company through to, and including, the date on which any such Award is granted. All Awards shall be
granted to the Executive no later than 2½ months following the end of the taxable year upon which the applicable Award was based. The Compensation Committee may increase the Target Award levels in its sole discretion during the Term.
|
(c)
|
Other Incentive Compensation Plans, Programs, and Arrangements.
Beginning with fiscal year 2023, and on an annual basis thereafter during the Term, Executive shall also be eligible to participate in all of the Company’s discretionary short-term and long-term incentive compensation plans, programs, and
arrangements, if any, as shall be adopted and/or modified from time to time by the Board or the Compensation Committee and generally made available to other similarly situated senior executive officers of the Company.
|
(d)
|
For the purposes of this Agreement, “actively employed” means the Executive’s period of actual and active employment with the Company,
including any period of paid time off or other approved leave of absence, but, except as expressly required by applicable employment standards legislation, excluding any period of notice or payment in lieu of notice that is given (or
ought to have been given) by or to the Executive which follows or is in respect of a period which follows the Executive’s last day of actual and active employment with the Company. For greater certainty, the Executive shall have no
entitlement to damages or other compensation arising from or related to not receiving any Bonus, Award or other incentive compensation which may have been awarded or paid after the Executive’s last day of active employment with the
Company or if working notice of termination had been given, including but not limited to damages in lieu of notice at common law.
|
3.8
|
Equipment
|
3.9
|
Benefits
|
4.
|
CONFIDENTIALITY AND NON-DISCLOSURE
|
4.1
|
Confidential Information
|
4.2
|
Equitable Remedies
|
4.3
|
Use of Confidential Information
|
(a)
|
duplicate, transfer or disclose nor allow any other person to duplicate, transfer or disclose any of the Company’s Confidential Information; or
|
(b)
|
use the Company’s Confidential Information.
|
4.4
|
Protection of Confidential Information
|
4.5
|
Exceptions
|
(a)
|
is or later becomes publicly known under circumstances involving no breach of this Agreement by the Executive;
|
(b)
|
is already known to the Executive at the time of receipt of the Confidential Information;
|
(c)
|
is lawfully made available to the Executive by a third party;
|
(d)
|
is disclosed by the Executive pursuant to a requirement of a governmental department or agency or disclosure is otherwise required by operation
of law, provided that, unless prohibited by law, the Executive gives notice in writing to the Company of the required disclosure immediately upon him becoming advised of such required disclosure and provided also that the Executive delays
such disclosure so long as it is reasonably possible in order to permit the Company to appeal or otherwise oppose such required disclosure and provides the Company with such assistance as the Company may reasonably require in connection
with such appeal or other opposition;
|
(e)
|
is disclosed to a third party under an approved confidentiality agreement; or
|
(f)
|
is disclosed in the course of the Executive’s proper performance of the Executive's duties under this Agreement.
|
4.6
|
Removal of Information
|
4.7
|
New Discoveries
|
4.8
|
Survival
|
4.9
|
Permitted Activities |
5.
|
CONTANGO CODE OF BUSINESS CONDUCT AND ETHICS AND OTHER POLICIES
|
6.
|
DELIVERY OF RECORDS AND COMPANY PROPERTY
|
7.
|
TERMINATION
|
7.1
|
The Executive’s Right to Terminate
|
(a)
|
at any time upon providing a minimum of 60 days’ notice in writing to the Company;
|
(b)
|
upon a material breach or default of any term of this Agreement by the Company, provided that Executive has notified the Company in writing of
his belief that a material breach or default has occurred within 30 days of the initial breach or default, and such material breach or default has not been remedied within 30 days after such written notice has been delivered by the
Executive to the Company; and
|
(c)
|
at any time within 30 days following a Change of Control Termination Event (as defined in Section 7.2(b)) upon providing a minimum of one
months’ notice in writing to the Company.
|
7.2
|
Change of Control
|
(a)
|
A “Change of Control” shall have the same meaning as
assigned by the LTIP.
|
(b)
|
A “Change of Control Termination Event” means the
occurrence of any of the following events within 12 months after a Change of Control:
|
(i)
|
a material reduction in the Executive’s authorities, duties or responsibilities as an employee of the Company;
|
(ii)
|
a material reduction in Base Salary in effect at the time of the Change of Control;
|
(iii)
|
a relocation of the Executive’s principal place of employment more than 50 miles outside the Lower Mainland of British Columbia; or
|
(iv)
|
a material breach by the Company of this Agreement;
|
7.3
|
Company’s Right to Terminate
|
(a)
|
for just cause which shall include, without limitation, any of the following events:
|
(i)
|
theft, dishonesty or fraud by the Executive with respect to the business of the Company;
|
(ii)
|
the conviction, or plea of no contest with respect to any crime involving moral turpitude, including any criminal offence that gives rise or is
likely to give rise to any member of the Company’s stock becoming ineligible for listing on any stock exchange or market or any member of the Company’s stock being subject to a cease-trade order by a Canadian or US securities regulatory
authority;
|
(iii)
|
any material breach by the Executive of this Agreement or any other Agreement between Executive and the Company;
|
(iv)
|
any other acts or omissions by the Executive that will result in material injury to the interests of the Company, including its reputation; or
|
(v)
|
any and all other omissions, commissions or other conduct which would constitute just cause at law; or
|
(b)
|
upon the Executive dying or becoming physically or mentally incapable of performing his essential job functions under this Agreement with or
without reasonable accommodation as required by law for a period exceeding 180 consecutive days or 180 non-consecutive days calculated on a cumulative basis over any one-year period during the Term; or
|
(c)
|
at any time other than due to death, disability, or just cause, subject to making the severance payment contemplated in Section 7.4 to the
Executive.
|
7.4
|
Severance Payment
|
(a)
|
by the Executive pursuant to Subsection 7.1(b) of this Agreement; or
|
(b)
|
by the Company pursuant to Subsection 7.3(c) of this Agreement;
|
7.5
|
Severance Payment Following Change of Control
|
7.6
|
Accrued Obligations Otherwise Due to the Executive on Termination of Employment
|
7.7
|
Property Interests
|
7.8
|
Resignations
|
7.9
|
Payments in Full Settlement and Other Conditions on Receipt of Severance Payment and Benefits
|
8.
|
RESTRICTIVE COVENANTS
|
8.1
|
Covenant not to Compete
|
8.2
|
Covenant not to Solicit
|
8.3
|
Survival of Covenants;
Reformation; and Remedies
|
9.
|
PERSONAL NATURE
|
10.
|
RIGHT TO USE EXECUTIVE’S NAME AND LIKENESS
|
11.
|
LEGAL ADVICE
|
12.
|
WAIVER
|
13.
|
NOTICES
|
13.1
|
Delivery of Notice
|
13.2
|
Change of Address
|
14.
|
APPLICABLE LAW; VENUE; AND JURY-TRIAL WAIVER
|
15.
|
SEVERABILITY
|
16.
|
ENTIRE AGREEMENT
|
17.
|
NON-ASSIGNABILITY
|
18.
|
BURDEN AND BENEFIT
|
19.
|
TIME
|
20.
|
TAXES
|
21.
|
SURVIVAL
|
22.
|
REPRESENTATIONS OF THE EXECUTIVE
|
23.
|
COUNTERPARTS
|
|
/s/ Rick Van Nieuwenhuyse | |
Per:
|
Rick Van Nieuwenhuyse President & CEO of Contango Ore, Inc. |
/s/ Mike Clark
|
||
Per:
|
Mike Clark |
Document and Entity Information |
Jul. 11, 2023 |
---|---|
Cover [Abstract] | |
Document Type | 8-K |
Amendment Flag | false |
Document Period End Date | Jul. 11, 2023 |
Entity Registrant Name | CONTANGO ORE, INC. |
Entity Incorporation, State or Country Code | DE |
Entity File Number | 001-35770 |
Entity Tax Identification Number | 27-3431051 |
Entity Address, Address Line One | 3700 Buffalo Speedway |
Entity Address, Address Line Two | Suite 925 |
Entity Address, City or Town | Houston |
Entity Address, State or Province | TX |
Entity Address, Postal Zip Code | 77098 |
City Area Code | 713 |
Local Phone Number | 877-1311 |
Written Communications | false |
Soliciting Material | false |
Pre-commencement Tender Offer | false |
Pre-commencement Issuer Tender Offer | false |
Entity Emerging Growth Company | false |
Entity Central Index Key | 0001502377 |
Title of 12(b) Security | Common Stock, Par Value $0.01 per share |
Trading Symbol | CTGO |
Security Exchange Name | NYSEAMER |
1 Year Contango Ore Chart |
1 Month Contango Ore Chart |
It looks like you are not logged in. Click the button below to log in and keep track of your recent history.
Support: +44 (0) 203 8794 460 | support@advfn.com
By accessing the services available at ADVFN you are agreeing to be bound by ADVFN's Terms & Conditions