Document
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): December 10, 2019
 

Evolution Petroleum Corporation
(Exact name of registrant as specified in its charter)
 

 
001-32942
(Commission File Number)
 
 
 
 
 
Nevada
 
41-1781991
(State or Other Jurisdiction of Incorporation)
 
(I.R.S. Employer Identification No.)
 
1155 Dairy Ashford Road, Suite 425, Houston, Texas 77079
(Address of Principal Executive Offices)
 
(713) 935-0122
(Registrant’s Telephone Number, Including Area Code)

 
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
 
o                    Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
o                    Soliciting material pursuant to Rule 14a-12 under the exchange Act (17 CFR 240.14a-12)
 
o                    Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
o                    Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

     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  o
     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.   o





Item 5.07 Submission of Matters to a Vote of Security Holders.
On December 10, 2019, Evolution Petroleum Corporation, a Nevada corporation (the "Company"), held its 2019 Annual Meeting of Stockholders (the "Annual Meeting") in Houston, Texas at the Company’s principal executive offices. The stockholders of the Company considered and voted upon the four proposals listed below, each of which is more fully described in the Company's definitive proxy statement filed with the U.S. Securities and Exchange Commission on October 28, 2019. Holders of 30,425,634 shares of common stock of the Company, representing approximately 92% of the Company's 32,935,424 issued and outstanding shares of common stock as of the October 14, 2019 record date, were present in person or by proxy at the Annual Meeting, which constituted a quorum for such meeting. The final voting results with respect to each of the proposals is set forth below.
Proposal 1. The Company's stockholders elected five directors, each to serve a one-year term until the 2020 Annual Meeting of Stockholders, or until their respective successors are elected and qualified. The results of the voting for each nominee were as follows:
Name of the Nominee
 
For
 
% of Voted*
 
Withheld
 
Broker Non-Votes
Edward J. DiPaolo
 
23,525,380

 
92.2
%
 
2,003,288

 
4,896,966

William E. Dozier
 
24,150,634

 
94.6
%
 
1,378,034

 
4,896,966

Robert S. Herlin
 
24,657,797

 
96.6
%
 
870,871

 
4,896,966

Kelly W. Loyd
 
24,522,896

 
96.1
%
 
1,005,772

 
4,896,966

Marran H. Ogilvie
 
25,023,667

 
98.0
%
 
505,001

 
4,896,966

 No other person received any votes.
Proposal 2. The stockholders ratified the appointment of Moss Adams LLP, as the Company's independent registered public accounting firm for the fiscal year ending June 30, 2020.  The voting results were as follows:
For
 
% of Voted*
 
Against
 
Abstain
 
Broker Non-Votes
30,141,403

 
99.1
%
 
220,027

 
64,204

 
Proposal 3. The stockholders approved, on a non-binding advisory basis, the compensation of the Company's named executive officers. The voting results were as follows:
For
 
% of Voted*
 
Against
 
Abstain
 
Broker Non-Votes
24,922,013

 
97.6
%
 
472,955

 
133,700

 
4,896,966

Proposal 4. The stockholders approved, on a non-binding advisory basis, holding a non-binding advisory vote on the compensation of the Company's named executive officers every one year. The voting results were as follows:
One year
 
Two years
 
Three years
 
Abstain
 
Broker Non-Votes
15,536,696

 
280,315

 
9,623,085

 
88,572

 
4,896,966

Based upon the results of the stockholder vote on Proposal 4, the Company intends to submit to its stockholders a non-binding advisory vote on executive compensation at its annual meeting every year until the next advisory vote on the frequency of stockholder voting on executive compensation.

* Any broker non-votes count toward the determination of a quorum for the Annual Meeting, but are excluded from the denominator in the calculation of the percentage of shares voting. Abstentions are counted towards the tabulation of votes cast on matters properly presented to the stockholders (except the election of directors) and have the same effect as negative votes. Broker non-votes are not counted as votes cast, and therefore they have no effect on the outcome of the matters presented at the Annual Meeting.

2





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 hereunto duly authorized.
 

 
 
 
 
 
Evolution Petroleum Corporation
                   (Registrant)
 
 
Dated: December 12, 2019
By:
/s/ DAVID JOE
 
Name:
David Joe
 
Title:
Senior Vice President, Chief Financial Officer and Treasurer


3