UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q/A
Amendment No. 1
x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended June 30, 2009
or
¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from to
Commission File Number: 1-13245
PIONEER NATURAL RESOURCES COMPANY
(Exact name of Registrant as specified in its charter)
| Delaware | 75-2702753 | |
| (State or other jurisdiction of incorporation or organization) |
(I.R.S. Employer Identification No.) | |
| 5205 N. O’Connor Blvd., Suite 200, Irving, Texas | 75039 | |
| (Address of principal executive offices) | (Zip Code) | |
| (972) 444-9001 |
| (Registrant’s telephone number, including area code) |
| Not applicable |
| (Former name, former address and former fiscal year, if changed since last report) |
Indicate by check mark whether the Registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the Registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.
Yes x No ¨
Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).
Yes x No ¨
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, or a non-accelerated filer or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act. (Check one):
| Large accelerated filer |
x | Accelerated filer | ¨ | |||||||||
| Non-accelerated filer |
¨ | (Do not check if a smaller reporting company) | Smaller reporting company | ¨ | ||||||||
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).
Yes ¨ No x
Number of shares of Common Stock outstanding as of August 6, 2009 115,064,128
PIONEER NATURAL RESOURCES COMPANY
Explanatory Note
Pioneer Natural Resources Company (the “Company”) is amending its Quarterly Report on Form 10-Q for the quarter ended June 30, 2009, filed on August 10, 2009 (the “original filing date”) to provide Exhibit 101 in accordance with Rule 405 (a)(2) of Regulation S-T.
No other changes have been made to the Form 10-Q. This Form 10-Q/A speaks as of the original filing date of the Form 10-Q, does not reflect events that may have occurred subsequent to the original filing date, and does not modify or update in any way disclosures made in the Form 10-Q.
Pursuant to Rule 406T of Regulation S-T, the interactive data files on Exhibit 101 hereto are deemed not filed or part of a registration statement or prospectus for purposes of Sections 11 or 12 of the Securities Act of 1933, as amended, are deemed not filed for purposes of Section 18 of the Securities and Exchange Act of 1934, as amended, and otherwise are not subject to liability under those sections.
PIONEER NATURAL RESOURCES COMPANY
| Item 6. | Exhibits |
Exhibits
| Exhibit Number |
Description | |||||
| 10.1 | — | Second Amendment to the Pioneer Natural Resources Company 2006 Long Term Incentive Plan effective May 28, 2009 (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K, File No. 1-13245, filed with the SEC on May 28, 2009). | ||||
| 10.2 | — | Third Amendment to the Pioneer Natural Resources Company 2006 Long Term Incentive Plan effective January 1, 2009 (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K, File No. 1-13245, filed with the SEC on June 18, 2009). | ||||
| 10.3 | — | Fourth Amendment to the Pioneer Natural Resources Company 2006 Long Term Incentive Plan effective January 1, 2009 (incorporated by reference to Exhibit 10.2 to the Company’s Current Report on Form 8-K, File No. 1-13245, filed with the SEC on June 18, 2009). | ||||
| 10.4 | (a) | — | Amendment No. 1 to the Company’s Amended and Restated Executive Deferred Compensation Plan, effective January 1, 2009. | |||
| 10.5 | (a) | — | First Amendment to the Pioneer USA 401(k) and Matching Plan, effective January 1, 2009. | |||
| 31.1 | (a) | — | Chief Executive Officer certification under Section 302 of Sarbanes-Oxley Act of 2002. | |||
| 31.2 | (a) | — | Chief Financial Officer certification under Section 302 of Sarbanes-Oxley Act of 2002. | |||
| 32.1 | (b) | — | Chief Executive Officer certification under Section 906 of Sarbanes-Oxley Act of 2002. | |||
| 32.2 | (b) | — | Chief Financial Officer certification under Section 906 of Sarbanes-Oxley Act of 2002. | |||
| 101.INS | (c) | — | XBRL Instance Document. | |||
| 101.SCH | (c) | — | XBRL Taxonomy Extension Schema | |||
| 101.CAL | (c) | — | XBRL Taxonomy Extension Calculation Linkbase Document. | |||
| 101.DEF | (c) | — | XBRL Taxonomy Extension Definition Linkbase Document. | |||
| 101.LAB | (c) | — | XBRL Taxonomy Extension Label Linkbase Document. | |||
| 101.PRE | (c) | — | XBRL Taxonomy Extension Presentation Linkbase Document. | |||
| (a) | Previously filed. |
| (b) | Previously furnished. |
| (c) | Furnished herewith. |
PIONEER NATURAL RESOURCES COMPANY
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 hereto duly authorized.
| PIONEER NATURAL RESOURCES COMPANY | ||||||||
| Date: August 12, 2009 |
By: |
/s/ Richard P. Dealy | ||||||
| Richard P. Dealy | ||||||||
| Executive Vice President and Chief | ||||||||
| Financial Officer | ||||||||
| Date: August 12, 2009 |
By: |
/s/ Frank W. Hall | ||||||
| Frank W. Hall | ||||||||
| Vice President and Chief | ||||||||
| Accounting Officer | ||||||||