RYAN L. SMITH - Corporate Board Profile

US ENERGY CORP

Filing Date	Source Excerpt
2017-06-06	Ryan L. Smith (34) – Chief Financial Officer. Mr. Smith has served as the Company’s Chief Financial Officer since May 2017... None of the entities with which Mr. Smith has been employed is a parent, subsidiary, or affiliate of the Company.
2017-10-31	Mr. Smith does not beneficially own any shares based on information disclosed in the Form 3 filed with the Securities and Exchange Commission on March 26, 2017. Chief Financial Officer
2020-04-29	Ryan L. Smith (37) – Chief Executive Officer and Chief Financial Officer. Mr. Smith has served as the Company’s Chief Executive Officer since December 2019 and as the Company’s Chief Financial Officer since May 2017. The table below sets forth information regarding compensation for the individuals who served as our Chief Executive Officer and Chief Financial Officer during 2019, who are referred to as our “Named Executive Officers”, for the years indicated: Total compensation for Ryan L. Smith in 2019 was $559,200.
2021-04-29	Ryan L. Smith (Age 38) – Director (Director Nominee) (Class Two), Chief Executive Officer and Chief Financial Officer. Mr. Smith has served as the Company’s Chief Executive Officer since December 2019 and as the Company’s Chief Financial Officer since May 2017. ... Mr. Smith does not receive any additional compensation for serving on the Board of Directors other than the compensation described in the Summary Executive Compensation Table, above.
2021-11-09	Ryan L. Smith — Chief Executive Officer, Chief Financial Officer and Continuing Director Mr. Smith has served as the Company’s Chief Executive Officer since December 2019 and as the Company’s Chief Financial Officer since May 2017. Mr. Smith has served on the Board of Directors since January 2021. Mr. Smith consulted for the Company from January 2017 to May 2017. Prior to this position, Mr. Smith served as Emerald Oil Inc.’s Chief Financial Officer from September 2014 to January 2017 and Vice President of Capital Markets and Strategy from July 2013 to September 2014. Prior to joining Emerald, Mr. Smith was a Vice President in Canaccord Genuity’s Investment Banking Group focused solely on the energy sector. Mr. Smith joined Canaccord Genuity in 2008 and was responsible for the execution of public and private financing engagements along with mergers and acquisitions advisory services. Prior to joining Canaccord Genuity, Mr. Smith was an Analyst in the Wells Fargo Energy Group, working solely with upstream and midstream oil and gas companies. Mr. Smith holds a Bachelor of Business Administration degree in Finance from Texas A&M University. The Board has concluded that Mr. Smith’s experience and familiarity with the U.S. Energy’s operations qualifies him for service as a director. The Company entered into an Employment Agreement with Mr. Ryan L. Smith on March 5, 2020. The term of Mr. Smith’s Employment Agreement commenced on March 5, 2020 and, unless terminated sooner as provided in the Employment Agreement, was to continue until January 1, 2021, and thereafter on a year-to-year basis, for successive terms of one year, unless Mr. Smith or the Company provides written notice within 60 days prior to the then renewal date. As no notice of termination was provided on January 1, 2021, the Employment Agreement automatically renewed for a one-year term until January 1, 2022. Nonrenewal of the Employment Agreement will not be treated as a termination of employment with the Company unless Mr. Smith’s employment with the Company is actually terminated in connection with such nonrenewal. The Employment Agreement provides for Mr. Smith to serve as the Chief Executive Officer and “principal accounting officer” of the Company during the term of the agreement. Mr. Smith’s employment agreement provides for (a) base salary of $240,000, which may be increased from time to time in the discretion of the Compensation Committee; (b) Mr. Smith’s right to earn a performance bonus in cash, subject to the satisfaction of applicable performance criteria established from time to time by the Compensation Committee or the Board, and based on the Compensation Committee’s or Board’s evaluation of the condition of Company’s business, the results of operations, Mr. Smith’s individual performance for the performance period, and the satisfaction by Mr. Smith or the Company of goals and milestones, or any combination thereof (“Performance Criteria”); and (c) subject to the satisfaction of applicable Performance Criteria and any other conditions required by the Compensation Committee or the Board, that Mr. Smith is eligible to receive an annual equity grant, in the discretion of the Compensation Committee or the Board. Mr. Smith may also receive additional bonuses awarded from time to time in the discretion of the Board and/or Compensation Committee in cash, stock, or options. In the event that the Company terminates Mr. Smith’s employment without Cause (defined below) or Mr. Smith terminates his employment for Good Reason (defined below), Mr. Smith shall be entitled to receive (i) any accrued obligation (as that term is defined in the Employment Agreement); (ii) any unpaid annual bonus for any completed fiscal year that has ended prior to termination with such amount to be determined by actual performance during the completed fiscal year; (iii) a lump sum payment equal to his annual base salary (i.e., 12 months of salary at his then rate); (iv) a payment equal to the value of any non-discretionary annual cash bonus that would have been payable based on actual performance, pro-rated for the period worked prior to termination; (v) if Mr. Smith (or his dependents) elects COBRA coverage (or similar coverage as provided by similar state law), for a maximum of 12 months, a monthly payment equal to the monthly COBRA premium cost applicable to Mr. Smith; and (vi) immediate vesting of any and all equity awards granted to Mr. Smith during his employment. Such amounts are payable by the 60th day following the termination of his employment. The Employment Agreement includes customary confidentiality, non-disclosure, arbitration and assignment of inventions language. The Employment Agreement also includes a customary six month non-compete obligation and a one-year non-solicitation obligation, following Mr. Smith’s termination of employment. Mr. Smith’s agreement also includes a provision which provides that, if Mr. Smith is terminated upon a Change of Control (as defined below) of the Company or during the eighteen (18) month period following such Change of Control, he is terminated by the Company without Cause (as defined below) or he terminates his employment with Good Reason (as defined below), he is entitled to: (i) the payment of all accrued obligations; (ii) any unpaid annual bonus in respect of any completed fiscal year that has ended prior to the date of such termination with such amount determined based on actual performance during such fiscal year as determined by the Compensation Committee; (iii) a lump sum cash payment equal to twelve (12) months compensation at the his base rate (currently $240,000 per year); (iv) a lump sum cash payment equal to the value of any non-discretionary annual cash bonus that would have been payable based on actual performance, pro-rated for the period he worked prior to termination; and (v) for a maximum period of twelve (12) months, a monthly cash payment equal to the “applicable percentage” of the monthly COBRA premium cost applicable to Mr. Smith, if Mr. Smith (or his dependents) is eligible, elects and continues COBRA coverage, or similar coverage as provided by similar state law, in connection with such termination, (for purposes hereof, the “applicable percentage” is the percentage of Mr. Smith’s health care premium costs covered by the Company as of the date of termination limited to the extent the Company can legally provide under its health insurance contract); and (vi) immediate vesting of any and all equity or equity-related awards previously awarded to Mr. Smith, irrespective of type of award (collectively, the “Termination Payments”), plus a lump-sum cash payment equal to two (2.0) times the total of (i) Mr. Smith’s then total base salary (currently $240,000), plus (ii) an amount equal to the value of the annual cash bonus earned during the fiscal year immediately preceding the year of such termination pursuant (which bonus for fiscal 2020 was $240,000)(the “Change of Control Premium”). In addition, the Compensation Committee, in its sole discretion, may award an additional cash bonus related to the Change of Control transaction, if the terms of the transaction are deemed to be significantly favorable to the Company. For the purposes of the employment agreement, “Change of Control” means (i) the occurrence of a change in the ownership of the Company, a change in effective control of the Company, or a change in the ownership of a substantial portion of the assets of the Company; and (ii) a merger, consolidation, or reorganization of the Company with or involving any other entity, other than a merger, consolidation, or reorganization that would result in the voting securities of the Company outstanding immediately prior thereto continuing to represent (either by remaining outstanding or by being converted into voting securities of the surviving entity) at least 50% of the combined voting power of the securities of the Company (or such surviving entity) outstanding immediately after such merger, consolidation, or reorganization. We anticipate that the closing of the Purchase Agreements will constitute a Change of Control under Mr. Smith’s the employment agreement. “Cause” means (i) a material breach of the terms and conditions of Mr. Smith’s employment agreement with the Company, (ii) Mr. Smith’s act(s) of gross negligence or willful misconduct in the course of Mr. Smith’s employment thereunder that is injurious to the Company or its affiliates, (iii) willful failure or refusal by Mr. Smith to perform in any material respect Mr. Smith’s duties or responsibilities, (iv) misappropriation by Mr. Smith of any assets of the Company or any of its affiliates, (v) embezzlement or fraud committed by Mr. Smith, or at Mr. Smith’s direction, (vi) Mr. Smith’s conviction of, or pleading “guilty” or “no contest” to a felony under state or federal law. “Good Reason” means, that without Mr. Smith’s consent, (i) Company fails to pay any compensation under the employment agreement when due or to perform any other obligation of the Company under the employment agreement, or (ii) the relocation of Mr. Smith’s principal place of business by more than fifty (50) miles from Houston, Texas, or any other geographic location mutually agreed to by the Company and Mr. Smith. We do not anticipate any change to Mr. Smith’s employment agreement in connection with the Closing. The required payment of any Change of Control Premium due to Mr. Smith may have a Material Adverse Effect on the Company’s available cash and ability to support its operations post-Closing. See also “The Purchase—Interests of Certain Persons in the Purchase”, above.
2022-04-29	Ryan L. Smith (Age 39) – Director (Continuing Director) (Class Two), Chief Executive Officer and Chief Financial Officer. Mr. Smith has served as the Company’s Chief Executive Officer since December 2019 and as the Company’s Chief Financial Officer since May 2017.
2023-04-26	Ryan L. Smith has served as the Company’s Chief Executive Officer since December 2019 and as the Company’s Chief Financial Officer since May 2017... Mr. Smith does not receive any additional consideration for his service on the Board of Directors other than as set forth above which discloses his compensation as an executive officer of the Company.
2024-04-17	Mr. Smith has served as the Company’s Chief Executive Officer since December 2019 and as the Company’s Chief Financial Officer from May 2017 to June 2023.