Form 8-K

 

 

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 6, 2018

 

 

DEVON ENERGY CORPORATION

(Exact Name of Registrant as Specified in its Charter)

 

 

 

DELAWARE   001-32318   73-1567067

(State or Other Jurisdiction of

Incorporation)

  (Commission File Number)  

(IRS Employer

Identification No.)

333 W. SHERIDAN AVE., OKLAHOMA CITY, OK   73102-5015
(Address of Principal Executive Offices)   (Zip Code)

Registrant’s telephone number, including area code: (405) 235-3611

Not Applicable

(Former Name or Former Address, if Changed Since Last Report)

 

 

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 Instructions A-2. below):

 

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

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  ☐

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.  ☐

 

 

 


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

Devon Energy Corporation (“Devon”) held its 2018 Annual Meeting of Stockholders (the “Annual Meeting”) on Wednesday, June 6, 2018. In connection with the Annual Meeting, proxies were solicited pursuant to the Securities Exchange Act of 1934, as amended. The following are the voting results for the items of business considered and voted upon at the Annual Meeting, all of which were described in Devon’s Notice of 2018 Annual Meeting of Stockholders and Proxy Statement, filed with the Securities and Exchange Commission on April 25, 2018.

 

  1. The stockholders elected each of Devon’s ten nominees to serve on the Board for a one-year term. The vote tabulation with respect to the nominees was as follows:

 

NOMINEE   

VOTES

FOR

     AUTHORITY
WITHHELD
     BROKER
NON-VOTES
 

Barbara M. Baumann

     380,495,767        4,660,440        66,959,862  

John E. Bethancourt

     379,559,334        5,596,873        66,959,862  

David A. Hager

     379,638,291        5,517,916        66,959,862  

Robert H. Henry

     379,688,898        5,467,309        66,959,862  

Michael M. Kanovsky

     367,151,972        18,004,235        66,959,862  

John Krenicki Jr.

     381,176,441        3,979,766        66,959,862  

Robert A. Mosbacher Jr.

     378,376,753        6,779,454        66,959,862  

Duane C. Radtke

     379,818,308        5,337,899        66,959,862  

Mary P. Ricciardello

     377,232,052        7,924,155        66,959,862  

John Richels

     377,918,623        7,237,584        66,959,862  

 

  2. The Board proposal for an advisory (non-binding) vote on the compensation of Devon’s named executive officers was approved. The results of the vote were as follows:

 

VOTES

FOR

   VOTES AGAINST    VOTES ABSTAINED   

BROKER

NON-VOTES

364,727,294

   19,606,051    822,862    66,959,862

 

  3. The appointment of KPMG LLP as Devon’s independent auditors for 2018 was ratified. The results of the vote were as follows:

 

VOTES

FOR

   VOTES AGAINST    VOTES
ABSTAINED
   BROKER
NON-VOTES

440,126,721

   10,784,724    1,204,624   

 

  4. The stockholder proposal for a shareholder right to act by written consent was not approved. The results of the vote were as follows:

 

VOTES

FOR

   VOTES AGAINST    VOTES
ABSTAINED
   BROKER
NON-VOTES

176,969,746

   207,167,922    1,018,539    66,959,862

 

2


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 hereunto duly authorized.

 

DEVON ENERGY CORPORATION
By:  

/s/ Carla D. Brockman

  Carla D. Brockman
  Vice President Corporate Governance and Secretary

Date:    June 7, 2018

 

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