UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report: (Date of earliest event reported): November 4, 2010
ION Geophysical Corporation
(Exact name of registrant as specified in its charter)
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Delaware
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1-12691
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22-2286646 |
(State or other jurisdiction of
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(Commission file number)
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(I.R.S. Employer Identification No.) |
incorporation) |
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2105 CityWest Blvd, Suite 400
Houston, Texas 77042-2839
(Address of principal executive offices, including Zip Code)
(281) 933-3339
(Registrants telephone number, including area code)
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:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of
Certain Officers; Compensatory Arrangements of Certain Officers.
New Directors.
On November 4, 2010, ION Geophysical Corporation (the Company) announced that its Board of
Directors has appointed David H. Barr and Michael C. Jennings as new directors, effective on
December 2, 2010. Mr. Barr will join the class of directors having a term of service that expires
in 2013, and Mr. Jennings will join the class of directors having a term of service that expires in
2011. In connection with their appointments to the Board of Directors, the Company increased the
number of directors that will comprise the entire Board from 10 to 12.
Mr. Barr, age 61, retired from Baker Hughes Incorporated, an oilfield services and equipment
provider, in 2009 after serving for 36 years in various manufacturing, marketing, engineering and
product management functions. At the time of his retirement, Mr. Barr was Group President
Eastern Hemisphere, responsible for all Baker Hughes products and services for Europe,
Russia/Caspian, Middle East, Africa and Asia Pacific. From 2007 to 2009, he served as Group
President Completion & Production, and from 2005 to 2007, as Group President Drilling and
Evaluation. Mr. Barr served as President of Baker Atlas, a division of Baker Hughes Inc., from
2000 to 2005, and served as Vice President, Supply Chain Management for the Cameron division of
Cameron International Corporation from 1999 to 2000. Prior to 2000, he held positions of increasing
responsibility within Baker Hughes Inc. and its affiliates, including Vice President Business
Process Development and various leadership positions with Hughes Tool Company and Hughes
Christensen. Mr. Barr initially joined Hughes Tool Company in 1972 after graduating from Texas
Tech University with a Bachelor of Science degree in mechanical engineering.
Mr. Jennings, age 45, is currently the President, Chief Executive Officer and Chairman of the
Board of Directors of Frontier Oil Corporation, an independent oil refining and marketing company.
Prior to his appointment to President and Chief Executive Officer in January 2009, Mr. Jennings
served as Frontiers Executive Vice President and Chief Financial Officer. From 2000 until joining
Frontier in 2005, Mr. Jennings was employed by Cameron International Corporation as Vice President
and Treasurer. From 1998 until 2000, he was Vice President Finance & Corporate Development of
Unimin Corporation, a producer of industrial minerals. From 1995 to 1998, Mr. Jennings was employed
by Cameron International Corporation as Director, Acquisitions and Corporate Finance. Mr. Jennings
holds a Bachelor of Arts degree in economics and government from Dartmouth College and a Master of
Business Administration degree in finance and accounting from the University of Chicago.
SIGNATURES
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.
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Date: November 4, 2010 |
ION GEOPHYSICAL CORPORATION
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By: |
/s/ DAVID L. ROLAND
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David L. Roland |
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Senior Vice President, General Counsel and
Corporate Secretary |
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