SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934
Date of report (Date of earliest event reported): April 8, 2021
ANTERO MIDSTREAM CORPORATION
(Exact name of registrant as specified in its charter)
|(State or Other Jurisdiction|
|(Commission File Number)||(IRS Employer|
1615 Wynkoop Street
Denver, Colorado 80202
(Address of principal executive offices) (Zip Code)
Registrant’s Telephone Number, including area code (303) 357-7310
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:
¨ 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))
Securities registered pursuant to Section 12(b) of the Act:
|Title of each class||Trading symbol(s)||Name of each exchange|
on which registered
|Common Stock, par value $0.01 Per Share||AM||New York Stock Exchange|
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ¨
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨
|Item 5.02||Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.|
On April 8, 2021, Antero Midstream Corporation (“Antero Midstream”) and Antero Resources Corporation (“Antero Resources”) announced that Glen C. Warren, Jr. will retire as President of Antero Midstream and President and Chief Financial Officer of Antero Resources, effective as of April 30, 2021. Mr. Warren will also step down from the board of both companies as of the same date. Mr. Warren’s retirement is not the result of any disagreement with Antero Midstream or Antero Resources.
Effective upon Mr. Warren’s retirement, (i) Paul M. Rady, currently Chairman and CEO of Antero Resources and Antero Midstream, will also be named President of Antero Resources and Antero Midstream, (ii) Michael N. Kennedy, currently Senior Vice President of Finance at Antero Resources and Antero Midstream and Chief Financial Officer of Antero Midstream, will be named Chief Financial Officer of Antero Resources, will cease to be the Chief Financial Officer of Antero Midstream and will continue to serve as Senior Vice President of Finance at Antero Midstream and (iii) Brendan E. Krueger, currently Vice President of Finance and Treasurer of Antero Resources and Antero Midstream, will be named Chief Financial Officer of Antero Midstream and will continue to serve as Treasurer and Vice President of Antero Resources and Antero Midstream. Also effective upon Mr. Warren’s retirement, Mr. Kennedy will be appointed to the board of directors of Antero Midstream pursuant to Antero Resources’ contractual right to designate certain members of Antero Midstream’s board. Antero Midstream believes that Mr. Kennedy’s experience as chief financial officer of Antero Midstream, together with his broad knowledge and experience in the industry, will enable Mr. Kennedy to provide the board with executive counsel on a full range of business, strategic, financial and professional matters.
Mr. Krueger (age 36) joined Antero Midstream and Antero Resources in 2014 and has served as Antero Midstream’s and Antero Resources’ Vice President of Finance since April 2018. Mr. Krueger has also served as Antero Midstream’s and Antero Resources’ Treasurer since January 2020. Prior to joining Antero Midstream and Antero Resources, Mr. Krueger was an investment banker with Robert W. Baird & Co., Wells Fargo Securities, and A.G. Edwards, Inc. from 2007 through 2014 with a focus on equity and debt financing and mergers and acquisition.
Information regarding Mr. Rady’s and Mr. Kennedy’s business experience is included in Antero Midstream’s SEC filings and on its website.
|Item 7.01||Regulation FD Disclosure.|
On April 8, 2021, Antero Midstream and Antero Resources issued two joint press releases announcing Mr. Warren’s retirement and related changes to the board and management of each company. Copies of the press releases are furnished as Exhibit 99.1 and Exhibit 99.2 hereto and are incorporated by reference into this Item 7.01.
The information furnished in this Item 7.01 (including the exhibits) shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section, nor shall such information be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, regardless of any general incorporation language in such filing, except as shall be expressly set forth by specific reference in such filing.
|Item 9.01||Financial Statements and Exhibits.|
|99.1||Press release dated April 8, 2021.|
|99.2||Press release dated April 8, 2021.|
|104||Cover Page Interactive Data File (embedded within the Inline XBRL document).|
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.
|ANTERO MIDSTREAM CORPORATION|
|By:||/s/ Glen C. Warren, Jr.|
|Glen C. Warren, Jr.|
|President and Secretary|
Dated: April 9, 2021