SEC Charges Gas Exploration and Production Company and Former CEO with Failing to Disclose Executive Perks
Washington D.C., Feb. 24, 2021 —
The Securities and Exchange Commission today announced settled charges against an Oklahoma-based gas exploration and production company, Gulfport Energy Corporation, and its former CEO, Michael G. Moore, for failing to properly disclose as compensation certain perks provided to Moore, as well as failing to disclose certain related person transactions.
The SEC’s separate orders against Gulfport and Moore find that, from 2014 to 2018, Gulfport failed to disclose approximately $650,000 in executive compensation in the form of perquisites received by Moore, and also failed to disclose certain related person transactions involving Moore. According to the orders, the undisclosed perquisites included the cost of Moore’s use of Gulfport’s chartered aircraft for certain travel. The undisclosed perquisites also included costs associated with Moore’s use of a Gulfport corporate credit card for personal expenses that he did not repay on a timely basis, which resulted in Gulfport extending Moore interest-free credit and carrying a related person account receivable. The orders also find that Gulfport failed to disclose that it paid Moore’s son’s landscaping company approximately $152,000 in 2015 for its services. The order against Moore further finds that Moore caused Gulfport’s violations by failing to supply required information that would have allowed Gulfport to identify and disclose the perquisites and related person transactions.
The SEC’s order as to Gulfport notes Gulfport’s significant cooperation with the SEC’s investigation and its remedial efforts, which included replacing key personnel, developing an internal audit function, enhancing existing policies and procedures, and instituting new review and tracking processes, and that this cooperation and remediation was taken into account in the determination to accept the company’s settlement offer.
“Gulfport failed to provide accurate disclosure of executive compensation to investors who rely on this information,” said Division of Enforcement Acting Director Melissa R. Hodgman. “But, after discovering its disclosure failures, Gulfport’s timely remediation and cooperation in our investigation were key factors in the Commission’s decision not to impose a penalty against the company.”
The SEC’s order as to Gulfport finds reporting, books and records, internal accounting controls, and proxy violations. The SEC’s order as to Moore finds that he violated the antifraud and proxy provisions of the federal securities laws, and caused Gulfport’s reporting and books and records violations. Gulfport and Moore agreed, without admitting or denying the SEC’s findings, to cease-and-desist from further violations, and Moore agreed to pay a civil penalty in the amount of $88,248.
The SEC’s investigation was conducted by Jeffrey D. Felder, Tracy W. Bowen, and Nicholas Heinke and supervised by Kimberly L. Frederick and Jason J. Burt of the SEC’s Denver Regional Office.