Key Highlights

● BKV's board adopted a new Executive Severance Plan on September 24, 2026, covering the CEO and other named executive officers.

● Outside a change of control, the CEO would receive 2.0 times base salary plus target Bonus paid over 24 months, along with prorated bonus, Equity vesting, and 24 months of health coverage.

● Following a change of control, the CEO's severance rises to a 3.0 times lump sum with full equity vesting and 36 months of health coverage, while other named executives receive 2.0 times pay and 24 months of coverage.

● Receiving severance requires executives to sign a separation agreement waiving legal claims and to comply with non-compete, non-solicitation, confidentiality and non-disparagement provisions.

BKV Corporation (NYSE:BKV), a Denver-based, Delaware-incorporated energy company, disclosed in an 8-K that its board adopted a new Executive Severance Plan on September 24, 2026, formalizing cash and benefits packages for the CEO and other named executive officers in the event of a qualifying termination.

Severance Outside a Change of Control

Under the plan, if BKV's CEO is terminated without "cause" or resigns for "good reason" outside the context of a change of control, he or she receives a lump sum equal to 2.0 times the sum of base salary and target bonus, paid out over 24 months, along with a prorated target bonus for the year of termination, prorated vesting of time-based equity awards, continued eligibility for outstanding performance awards, 24 months of company-paid medical, dental and vision premiums, and any unpaid bonus from the prior year.

Other named executive officers receive a comparable but smaller package: 1.0 times base salary plus target bonus paid over 12 months, along with prorated bonus and equity vesting and 12 months of health coverage.

Enhanced Terms After a Change of Control

The plan roughly doubles or more benefits for qualifying terminations occurring during the two-year period following a change of control. In that window, the CEO would receive a lump sum of 3.0 times base salary plus target bonus, paid immediately rather than over time, full vesting of time-based equity awards, and performance awards vesting at the greater of target or actual achievement, plus 36 months of Health Insurance premium coverage.

Other named executives receive 2.0 times base salary plus target bonus as a lump sum, full equity vesting under the same target-or-actual standard, and 24 months of health coverage.

Conditions Attached to Severance

Receiving any severance under the plan requires the executive to sign a separation agreement that includes a Waiver of legal claims against the company, and requires ongoing compliance with non-compete, non-solicitation, confidentiality and non-disparagement provisions. Failing to comply with those restrictive covenants after termination could jeopardize an executive's right to the severance payments described in the plan.

What the Filing Does Not Disclose

The 8-K does not name the specific individuals covered as "other named executive officers" beyond the CEO, nor does it disclose current base salaries or target bonus levels that would let investors calculate the dollar value of potential severance payouts. It also does not explain what prompted the board to adopt this formal severance plan at this time, whether it replaces a prior informal or individually negotiated severance arrangement, or whether the plan was benchmarked against peer companies in the energy sector.

Milestones for Investors to Track

Investors should watch BKV's upcoming proxy statement, which typically would quantify potential severance payouts for named executive officers under plans like this one, using current salary and bonus figures. Any change-of-control transaction involving BKV would also trigger the enhanced severance terms described in this filing, making the plan directly relevant to how any future Acquisition of the company might be structured and negotiated.

Executive severance plans of this kind are a common governance tool, intended to give a board flexibility to remove underperforming executives without protracted individual negotiations, while also providing executives some assurance of financial protection if the company is acquired and their roles are eliminated. The enhanced change-of-control terms in BKV's plan, nearly double the base severance multiple, are consistent with the broader market practice of using higher payouts to discourage executives from resisting a transaction that might otherwise benefit shareholders but threaten their own jobs.

The filing does not specify a sunset date or renewal requirement for the plan itself, meaning it appears to remain in effect indefinitely until the board acts to amend or terminate it. Any future 8-K disclosing amendments to the plan, or its use in connection with an actual executive departure, would be a direct follow-on to this disclosure.