Item 5.02.
Departure
of Directors or Principal Officers; Election of Directors; Appointment of
Principal Officers.
Resignation of Ken Maples
On
March 19, 2008,
the
Board of Directors of the general partner of Hiland Holdings GP, LP (Hiland
Holdings)
accepted the resignation of Ken Maples as Chief Financial Officer, Vice
President Finance and Secretary and as a director of the general partner of
Hiland Holdings, effective as of April 4, 2008.
In addition, on March 19, 2008, the Board of Directors of the general
partner of
Hiland
Partners, LP (Hiland Partners)
accepted the resignation of
Ken Maples as Chief Financial Officer, Vice President Finance and Secretary
and as a director of the general partner of Hiland Partners, effective as of
April 4, 2008.
A
copy of the press release announcing Mr. Maples resignation is being
filed herewith as Exhibit 99.1.
Appointment of
Matthew Harrison as acting Chief Financial Officer
On March 19, 2008, Matthew Harrison,
age 37, was appointed acting Chief Financial Officer of the general partner of
Hiland Partners and of the general partner of Hiland Holdings
, effective as
of April 4, 2008
. Mr. Harrison has served as the Vice
President Business Development of the general partner of Hiland Partners
since February of 2008. Mr. Harrison intends to serve as the acting
Chief Financial Officer of the general partner of Hiland Partners and of the
general partner of Hiland Holdings until a replacement for Mr. Maples is
elected to such offices.
Mr. Harrison receives a base salary of $200,000
annually and participates in the Hiland Partners, LP Long-Term Incentive Plan
(previously filed as Exhibit 10.2 of the Hiland Partners, LP Registrants
Registration Statement on Form S-1 (File No. 333-119908)), in
accordance with previous practice, at levels commensurate with his
position. Additionally, in connection
with his hiring in February 2008, Mr. Harrison received an award of
7,500 phantom units in Hiland Partners, LP, which vest in three equal amounts
over three years, was reimbursed for certain relocation expenses and was issued
a company vehicle for business and personal use. Mr. Harrison also is eligible to
participate in other benefit programs available to employees generally,
including life, long-term disability, medical and dental insurance and vacation
benefits.
Mr. Harrison
is also eligible for an annual discretionary cash bonus, in an amount to be
determined by the Board of Directors of the general partner of Hiland Partners
with a target range equivalent to 50% of Mr. Harrisons base salary and
consideration for additional payment based on Hiland Partners, LPs and Mr. Harrisons
individual performance.
Prior
to his appointment as the Vice President Business Development of the general
partner of Hiland Partners in February 2008, Mr. Harrison was
employed by Wachovia Securities from October 2007 through January 2008,
where he most recently served as
a director for its Energy & Power Mergers &
Acquisitions Group
. Prior to joining Wachovia, Mr. Harrison was
employed by
A.G.
Edwards Capital Markets, where he worked in the Mergers & Acquisitions
Group from August 1999 to September 2007, most recently leading its
energy mergers & acquisitions effort. Prior to joining A.G. Edwards, Mr. Harrison
was employed by Price Waterhouse as a senior accountant from December 1992
to August 1997
.
Mr. Harrison
earned
a B.S. degree
in Accounting from the University of Tennessee, a Masters of Business
Administration degree from the Kellogg Graduate School of Management at
Northwestern University and is a Certified Public Accountant.
He has no relationships or
related party transaction with Hiland Partners, Hiland Holdings or either of
their respective general partners that are required to be disclosed pursuant to
Item 404(a) of Regulation S-K.
A
copy of the press release announcing Mr. Harrisons appointment as Chief
Financial Officer is being filed herewith as Exhibit 99.1.
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