tti8k032009.htm
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
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): March 16,
2009
TETRA
Technologies, Inc.
(Exact name of
registrant as specified in its charter)
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Delaware
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1-13455
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74-2148293
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(State or
other jurisdiction
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(Commission
File Number)
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(IRS
Employer
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of
incorporation)
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Identification
No.)
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24955
Interstate 45 North
The
Woodlands, Texas 77380
(Address of
Principal Executive Offices and Zip Code)
Registrant’s
telephone number, including area code: (281) 367-1983
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.
On
March 16, 2009, the Board of Directors of TETRA Technologies, Inc. (the
“Company”) approved a succession plan under which Geoffrey M. Hertel, President
and Chief Executive Officer and a director of the Company, will resign from his
position as President and Chief Executive Officer immediately following the
Company’s Annual Meeting of Stockholders on May 5, 2009. Mr. Hertel will
continue to serve as a director of, and be employed by, the Company following
his resignation as President and Chief Executive Officer.
Under the
succession plan, effective May 5, 2009, Stuart M. Brightman, age 52, will assume
the positions of President and Chief Executive Officer. Mr. Brightman has served
as the Company’s Executive Vice President and Chief Operating Officer since
April 2005. Mr. Brightman currently serves as a director of Compressco Partners
GP Inc. Mr. Brightman served as president of the Dresser Flow Control division
of Dresser, Inc. from April 2002 until April 2004. Dresser Flow Control,
which manufactures and sells valves, actuators, and other equipment and provides
related technology and services for the oil and gas industry, had revenues in
excess of $400 million in 2004. From November 1998 to April 2002, Mr. Brightman
was president of the Americas Operation of the Dresser Valve Division of
Dresser, Inc. He served in other capacities during the earlier portion of
his career with Dresser, from 1993 to 1998. From 1982 to 1993, Mr. Brightman
served in several financial and operational positions with Cameron Iron Works
and its successor, Cooper Oil Tools. Following May 5, 2009, Mr. Brightman will
not retain the title of Chief Operating Officer.
It
is the intention and expectation of the Board of Directors that the Company will
enter into a transition agreement with Mr. Hertel to be effective upon his
resignation as President and Chief Executive Officer. The terms and provisions
of the transition agreement have not been finalized and remain subject to
negotiation. The final terms of the transition agreement will be subject to the
approval of the Board of Directors and will be described in, and a copy of the
final transition agreement will be attached as an exhibit to, a subsequent
Current Report on Form 8-K which will be filed promptly after the execution of
the transition agreement.
On
March 20, 2009, the Company issued a press release announcing the planned
transition of the President and Chief Executive Officer position. The press
release is furnished herewith as Exhibit 99.1 and is incorporated herein by
reference.
Item
9.01. Financial Statements and Exhibits.
(d) Exhibits.
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Exhibit
Number
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Description
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99.1
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Press
Release, dated March 20, 2009, issued by TETRA Technologies,
Inc.
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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.
TETRA Technologies, Inc.
By: /s/ Bass C. Wallace,
Jr.
Bass C. Wallace, Jr.
General Counsel and Corporate
Secretary
Date: March 20,
2009
EXHIBIT
INDEX
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Exhibit
Number
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Description
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99.1
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Press
Release, dated March 20, 2009, issued by TETRA Technologies,
Inc.
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