HFC HollyFrontier

Filed: 26 Nov 19, 5:19pm

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): November 26, 2019 (November 13, 2019)

(Exact name of Registrant as specified in its charter)
(State or other jurisdiction of incorporation)(Commission File Number)(I.R.S. Employer
Identification Number)
2828 N. Harwood, Suite 1300
(Address of principal executive offices) (Zip code)
Registrant’s telephone number, including area code: (214) 871-3555
Not applicable
(Former name or former address, if changed since last report)
Securities registered pursuant to 12(b) of the Securities Exchange Act of 1934:
Title of each classTrading Symbol(s)Name of each exchange on which registered
Common Stock $0.01 par valueHFCNew York Stock Exchange
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))
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.

As previously disclosed on the HollyFrontier Corporation (the “Corporation”) Form 8-K filed on November 15, 2019, on November 13, 2019, the Board of Directors of the Corporation (the “Board”) appointed Michael C. Jennings as Chief Executive Officer and President of the Corporation effective January 1, 2020. Until such time, Mr. Jennings serves as Executive Vice President of the Corporation.

On November 26, 2019, the Compensation Committee of the Board approved the following compensation for Mr. Jennings, effective January 1, 2020: a base salary of $1,200,000 and a target bonus of 150%. In addition, on November 26, 2019, Mr. Jennings was granted an equity award of $6,000,000 for fiscal year 2020. Half of the equity award was granted in restricted stock units and half of the equity award was granted in performance share units. The terms of his equity award are the same as the terms of the equity awards granted to the Corporation’s other executive officers. Mr. Jennings will also receive a lump sum payment of $375,000 for his services as Executive Vice President of the Corporation from November 13, 2019 until December 31, 2019. Mr. Jennings will enter into the Corporation’s previously disclosed form of Change in Control Agreement.


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 thereunto duly authorized.

By:    /s/ Richard L. Voliva III            
Richard L. Voliva III
Executive Vice President and
Chief Financial Officer

Date: November 26, 2019