Alabama | 63-0757759 | |
(State or other jurisdiction of incorporation or organization) | (I.R.S. Employer Identification No.) |
605 Richard Arrington Jr. Boulevard North, Birmingham, Alabama | 35203-2707 | |
(Address of principal executive offices) | (Zip Code) |
ITEM 5.07 | Submission of Matters to a Vote of Security Holders | |
(a) - (b) | The registrant's annual meeting of shareholders on May 3, 2018. There were 97,404,730 shares of common stock eligible to be voted at the Annual Meeting, and 89,158,162 shares were represented in person or by proxy. Shareholders voted on the following proposals: |
1. | Three nominees for Director were elected for three-year terms expiring 2021 as follows: | ||||
Jonathan Z. Cohen | For | 56,251,518 | |||
Against | 26,006,389 | ||||
Abstain | 65,160 | ||||
Broker non-votes | 6,835,095 | ||||
William G. Hargett | For | 80,868,118 | |||
Against | 1,409,818 | ||||
Abstain | 45,131 | ||||
Broker non-votes | 6,835,095 | ||||
Alan A. Kleier | For | 80,985,998 | |||
Against | 1,277,449 | ||||
Abstain | 59,620 | ||||
Broker non-votes | 6,835,095 | ||||
One nominee for Director was elected for a two-year term expiring in 2020. | |||||
Vincent J. Intrieri | For | 55,415,188 | |||
Against | 26,842,585 | ||||
Abstain | 65,294 | ||||
Broker non-votes | 6,835,095 | ||||
Two nominees for Director were elected for one-year term expiring in 2019. | |||||
Laurence M. Downes | For | 81,034,271 | |||
Against | 1,226,440 | ||||
Abstain | 62,356 | ||||
Broker non-votes | 6,835,095 | ||||
Lori A. Lancaster | For | 81,374,089 | |||
Against | 889,638 | ||||
Abstain | 59,340 |
Broker non-votes | 6,835,095 | ||||
2. | Proposal to ratify PricewaterhouseCoopers LLP as the Company’s independent registered public accountants - approved | ||||
For | 87,869,857 | ||||
Against | 1,191,568 | ||||
Abstain | 96,737 | ||||
Broker non-votes | 0 | ||||
3. | Advisory vote on executive compensation - approved | ||||
For | 78,928,503 | ||||
Against | 3,229,284 | ||||
Abstain | 165,280 | ||||
Broker non-votes | 6,835,095 |
(c) | The information with respect to registrant’s agreement with Corvex Master Fund, LP respecting nominations to the registrant’s board of directors and certain related matters set forth in registrant’s definitive Proxy Statement filed on Schedule 14A on March 22, 2018 under the headings “PROXY STATEMENT SUMMARY - Director Nominees” and “OUR DIRECTOR NOMINEES” is incorporated herein by this reference. |
May 8, 2018 | By /s/ John K. Molen | |
John K. Molen | ||
Vice President, General Counsel and Secretary of Energen Corporation |