UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

FORM 8-K

 

 

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of report (Date of earliest event reported): June 8, 2017

 

 

GULFPORT ENERGY CORPORATION

(Exact Name of Registrant as Specified in Charter)

 

 

 

Delaware

(State or other jurisdiction

of incorporation)

 

000-19514

(Commission

File Number)

 

73-1521290

(I.R.S. Employer

Identification Number)

3001 Quail Springs Parkway

Oklahoma City, Oklahoma

(Address of principal executive offices)

 

73134

(Zip code)

(405) 252-4600

(Registrant’s telephone number, including area code)

 

(Former name or former address, if changed since last report)

 

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company  ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  ☐

Check the appropriate box below if the Form 8-K is intended to simultaneously satisfy the filing obligation of the Registrant under any of the following provisions:

 

  Written communications pursuant to Rule 425 under the Securities Act

 

  Soliciting material pursuant to Rule 14a-12 under the Exchange Act

 

  Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act

 

  Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act

 

 

 


Item 5.07. Submission of Matters to a Vote of Security Holders.

On June 8, 2017, Gulfport Energy Corporation (the “Company”) held its 2017 Annual Meeting of Stockholders (the “Annual Meeting”) at 3001 Quail Springs Parkway, Oklahoma City, Oklahoma. At the Annual Meeting, the Company’s stockholders voted on four proposals, each of which is described in more detail in the Company’s definitive proxy statement filed with the Securities and Exchange Commission on May 1, 2017. The following is a brief description of each matter voted upon and the results of such voting, including the number of votes cast for each matter and the number of votes cast against, abstentions and broker non-votes, if applicable, with respect to each matter, and with respect to Proposal 4 regarding the frequency of future advisory vote on executive compensation, in favor of holding such vote on a one-year, two-year or three-year basis.

Proposal 1

Michael G. Moore, Craig Groeschel, David L. Houston, C. Doug Johnson, Ben T. Morris and Scott E. Streller were elected to continue to serve as the Company’s directors until the 2018 Annual Meeting of Stockholders and until their respective successors are elected. The results of the vote on Proposal 1 were as follows:

 

Name of Nominee

  

For

  

Against

  

Abstain

  

Non-Votes

Michael G. Moore

   148,639,668    1,811,739    273,888    11,245,634

Craig Groeschel

   148,813,130    1,887,470    24,695    11,245,634

David L. Houston

   147,631,910    3,068,689    24,696    11,245,634

C. Doug Johnson

   149,826,952    876,035    22,308    11,245,634

Ben T. Morris

   142,994,903    7,705,696    24,696    11,245,634

Scott E. Streller

   148,704,137    1,992,106    29,052    11,245,634

Proposal 2

The Company’s stockholders approved, on an advisory basis, the compensation paid to the Company’s named executive officers. The results of the vote on Proposal 2 were as follows:

 

For

  

Against

  

Abstain

  

Non-Votes

144,193,629

   6,470,292    61,374    11,245,634

Proposal 3

The appointment of Grant Thornton LLP as the Company’s independent auditors for the fiscal year ending December 31, 2017 was ratified. The results of the vote on Proposal 3 were as follows:

 

For

  

Against

  

Abstain

  

Non-Votes

160,072,947

   1,837,383    60,599    —  


Proposal 4

Consistent with the recommendation of the Company’s Board of Directors, the Company’s stockholders voted, on an advisory basis, in favor of holding a future advisory stockholder vote to approve the Company’s executive compensation on an annual basis. The results of the vote on Proposal 4 were as follows:

 

1 Year

  

2 Year

  

3 Year

  

Abstain

  

Non-Votes

127,764,144

  

72,256

  

22,830,316

  

58,579

  

11,245,634

In lights of these results, the Company’s Board of Directors determined that the Company will hold an advisory vote on executive compensation every year. The Company will re-evaluate this determination in connection with its next stockholder advisory vote regarding the frequency of future advisory votes on executive compensation, which shall be no later than the Company’s annual meeting of stockholders in 2023.


SIGNATURE

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 thereunto duly authorized.

 

    GULFPORT ENERGY CORPORATION
Date: June 12, 2017     By:  

/s/ Keri Crowell

Keri Crowell

Chief Financial Officer