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
(Registrants 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 Companys stockholders voted on four proposals, each of which is described in more detail in the Companys 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 Companys 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 Companys stockholders approved, on an advisory basis, the compensation paid to the Companys 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 Companys 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 Companys Board of Directors, the Companys stockholders voted, on an advisory basis, in favor of holding a future advisory stockholder vote to approve the Companys 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 Companys 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 Companys 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 |