5
|
CHECK
IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS 2(d) OR
2(e)
|
[ ]
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH
|
(7)
|
SOLE
VOTING POWER
|
630,000
|
|||
(8)
|
SHARED
VOTING POWER
|
0
|
||||
(9)
|
SOLE
DISPOSITIVE POWER
|
630,000
|
||||
(10)
|
SHARED
DISPOSITIVE POWER
|
0
|
11
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 630,000 Shares of Common
Stock
|
12
|
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES*
|
[ ]
|
(a)
|
This
statement is filed by and on behalf of C. Stephen
Cochennet.
|
(b)
|
Mr.
Cochennet’s principal business address is 7300 W. 110th,
7th
Floor, Overland Park,
Kansas 66210.
|
(c)
|
Mr.
Cochennet is currently the chief executive officer, president, secretary
and chairman of board of the
Issuer.
|
(d)
|
(e)
|
During
the last five years, Mr. Cochennet has not been a party to a civil
proceeding of a judicial or administrative body of competent jurisdiction
and as a result of such proceeding was or is subject to a judgment,
decree, or final order enjoining future violations of, or prohibiting or
mandating activities subject to, federal or state securities laws or
finding any violation with respect to such
laws.
|
(f)
|
Mr.
Cochennet is a citizen of the United
States.
|
(a)
|
The
aggregate number and percentage of shares of Common Stock beneficially
owned by each Reporting Person:
|
(b)
|
Number
of shares as to which such person
has:
|
(i)
|
sole
power to vote or to direct the
vote:
|
(ii)
|
shared
power to vote or to direct the
vote:
|
(iii)
|
sole
power to dispose or to direct the disposition
of:
|
(iv)
|
shared
power to dispose or to direct the disposition
of:
|
(c)
|
On
August 1, 2008, Mr. Cochennet was granted 30,000 vested options to
purchase shares of the Issuer’s common stock at $6.25 per share through
July 31, 2011.
|
(d)
|
Not
applicable.
|
(e)
|
Not
applicable.
|
Fiscal
Year
|
Grant
Date
|
Maximum # of Options
|
Strike Price of Options
|
Option Expiration Date*
|
2009
|
7/01/09
|
30,000
|
FMV
on Grant Date
|
6/30/12
|
2010
|
7/01/10
|
45,000
|
FMV
on Grant Date
|
6/30/13
|
2011
|
7/01/11
|
60,000
|
FMV
on Grant Date
|
6/30/14
|
|
*The
options shall be immediately vested and exercisable from the grant date
through the option expiration date.
|
Fiscal
2009
|
Target
|
|
40%
|
PDP
Net Reserve Growth (BOE) at 3/31/09 greater than 35% over 3/31/08 levels,
as determined by third party engineering firm
|
|
30%
|
Year
over Year net production increase (BOPDE sold) by 35% - FYE 3/31/09 will
use FYE 3/31/08 Q4 annualized as its starting basis
|
|
30%
|
Issuer
share price must increase over the share price level at date of execution
of the agreement. The share price must be $11.00 on 3/31/09 to
meet this goal.
|
|
Fiscal
2010
|
Target
|
|
40%
|
PDP
Net Reserve Growth (BOE) at 3/31/10 greater than 35% over 3/31/09 levels,
as determined by third party engineering firm
|
|
30%
|
Year
over Year net production increase (BOPDE sold) by 35% - FYE 3/31/10 will
use FYE 3/31/09 Q4 annualized as its starting basis
|
|
30%
|
Issuer
share price must increase over the targeted 3/31/09 share price
level. The share price must be $16.85 on 3/31/10 to meet this
goal.
|
|
Fiscal
2011
|
Target
|
|
40%
|
PDP
Net Reserve Growth (BOE) at 3/31/11 greater than 35% over 3/31/10 levels,
as determined by third party engineering firm
|
|
30%
|
Year
over Year net production increase (BOPDE sold) by 35% - FYE 3/31/11 will
use FYE 3/31/10 Q4 annualized as its starting basis
|
|
30%
|
Issuer
share price must increase over the targeted 3/31/10 share price
level. The share price must be $22.55 on 3/31/11 to meet this
goal.
|
1.
|
Agreement
and Plan of Merger between the Issuer and EnerJex Kansas, Inc. effective
August 15, 2006 (incorporated by reference to Exhibit 2.3 to the
Issuer’s Form 8-K filed with the Securities and Exchange Commission
on August 16, 2006).
|
2.
|
Employment
Agreement between the Issuer and C. Stephen Cochennet effective August 1,
2008 (incorporated by reference to Exhibit 10.1 to the Issuer’s
Form 8-K filed with the Securities and Exchange Commission on
August 1, 2008).
|