www.sec.gov/Archives/edgar/data/907649/0001038838-01-00 -
[Cached Version]
Published on: 4/20/2001
Last Visited: 9/16/2001
The Board of Directors' nominees for election as directors of FX Energy at the Annual Meeting are Thomas B. Lovejoy , Scott J. Duncan and Dennis B. Goldstein.
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Dennis B. Goldstein , age 55.Vice-President and corporate counsel , Homestake Mining Company , a Walnut Creek , California-based international gold mining company , since 1976.Instrumental in Homestake's gold exploration activities conducted in Poland during 1998 and 1999.Graduate of Brown University , Stanford University Law School and the Executive Program of the Stanford Graduate School of Business.Member of California Bar Association.Dennis B. Goldstein is a member of FX Energy's Audit Committee and Compensation Committee.His term expires in 2001.Board of Directors Meetings and CommitteesBoard of DirectorsThe Board of Directors had four meetings during 2000 and one meeting to date in 2001.The directors also discussed the business and affairs of FX Energy informally on numerous occasions throughout the year and took several actions through unanimous written consents in lieu of meetings.
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The Audit Committee of the Board of Directors is composed of three independent directors appointed by the Board of Directors , Peter L. Raven , Jay W. Decker and Dennis B. Goldstein.
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The Compensation Committee of the Board of Directors is composed of three independent directors appointed by the Board of Directors , Peter L. Raven , Jay W. Decker and Dennis B. Goldstein.
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The Board of Directors recommends a vote FOR the election of the nominees of management , Thomas B. Lovejoy , Scott J. Duncan and Dennis B. Goldstein , as directors of FX Energy , to serve in such capacities until the expiration of their term and until their successors are elected and qualified.
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FX Energy has engaged Dennis B. Goldstein to provide special legal services from time to time , not to exceed an aggregate of $60 , 000 per year.Officer Option Exercises and Loans to OfficersOn February 17 , 1998 , two of FX Energy's officers exercised options to purchase 300 , 000 shares of FX Energy's common stock at $1.50 per share that were scheduled to expire on May 6 , 1998.The officers paid for the cost of exercising the options by utilizing a contractual bonus of $100 , 000 each issued to them during 1997 and signing a full recourse note payable to FX Energy for $125 , 000 each with interest accrued at 7.7%.On April 10 , 1998 , in consideration of the agreement of the two officers to not sell FX Energy's common stock in market transactions , FX Energy agreed to advance the officers , on a nonrecourse basis , additional funds to cover their tax liabilities and other considerations.As of December 31 , 1999 , the officers had been advanced a total amount of $1 , 838 , 000.The carrying value of the notes receivable from officers was $773 , 000 as of December 28 , 2000 , including principal of $1 , 838 , 000 and accrued interest of $339 , 000 , which was reduced by an impairment allowance of $1 , 404 , 000 based on the market value of 233 , 340 shares of FX Energy's common stock held as collateral.
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Dennis B. Goldstein ( 7 ) ------5 , 400 --------------5 , 334 -------------10 , 734 -------------0.0 ------- ----0.0 ------- All executive officers and
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Mr. Duncan is deemed to hold or share voting and dispositive power over all of such shares. ( 7 ) Includes 400 shares held by Dennis B. Goldstein as custodian for a minor child.
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Mr. Goldstein is deemed to hold or share voting and dispositive power over all of such shares.Section 16 ( a ) Beneficial Ownership Reporting ComplianceSection 16 ( a ) of the Securities Exchange Act of 1934 , as amended , requires FX Energy's directors and executive officers , and persons who own more than 10% of a registered class of FX Energy's equity securities , to file with the Securities and Exchange Commission initial reports of ownership and reports of changes in ownership of equity securities of FX Energy.Officers , directors and greater than 10% stockholders are required to furnish FX Energy with copies of all Section 16 ( a ) forms they file.
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During 2000 , FX Energy's outside directors , Peter L. Raven , Jay W. Decker and Dennis B. Goldstein , were paid cash fees of $18 , 000 each and granted options to purchase 10 , 000 shares of FX Energy's common stock each at an exercise price of $4.0625 per share.
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In addition to the above amounts , Dennis B. Goldstein was paid a cash fee of $2 , 100 for special legal services.Employment Agreements , Termination of Employment , and Change in Control.