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

February 7, 2018
Date of Report (Date of earliest event reported)

ATMOS ENERGY CORPORATION
(Exact Name of Registrant as Specified in its Charter)



TEXAS AND VIRGINIA
1-10042
75-1743247
---------------------------------
------------------------
----------------------
(State or Other Jurisdiction
(Commission File
(I.R.S. Employer
of Incorporation)
Number)
Identification No.)

1800 THREE LINCOLN CENTRE,
 
5430 LBJ FREEWAY, DALLAS, TEXAS
75240
----------------------------------------------------
-----------------
(Address of Principal Executive Offices)
(Zip Code)

(972) 934-9227
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(Registrant's Telephone Number, Including Area Code)

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:

□ 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).


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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.
 
At the company’s 2018 annual meeting of shareholders on February 7, 2018, of the 110,958,181 total shares of common stock outstanding and entitled to vote, a total of 99,823,932 shares were represented, constituting an 89.96% quorum.  The final results for each of the matters submitted to a vote of our shareholders at the annual meeting are as follows:

Proposal No. 1:   All of the board’s nominees for director were elected by our shareholders to serve until the company’s 2019 annual meeting of shareholders or until their respective successors are elected and qualified, with the vote totals as set forth in the table below:

        Nominee
          For
Against

Abstain

Broker Non-Votes
Robert W. Best
82,442,602

1,160,251

111,953

16,109,126
Kim R. Cocklin
82,715,481

794,870

204,455

16,109,126
Kelly H. Compton
83,201,671

388,703

124,432

16,109,126
Richard W. Douglas
82,803,961

787,686

123,159

16,109,126
Ruben E. Esquivel
83,187,499

401,715

125,592

16,109,126
Rafael G. Garza
83,186,371

404,092

124,343

16,109,126
Richard K. Gordon
81,843,880

1,753,212

117,714

16,109,126
Robert C. Grable
82,909,227

685,687

119,892

16,109,126
Michael E. Haefner
83,124,095

475,158

115,553

16,109,126
Nancy K. Quinn
82,555,484

1,049,253

110,069

16,109,126
Richard A. Sampson
83,297,499

298,761

118,546

16,109,126
Stephen R. Springer
82,508,284

1,093,350

113,172

16,109,126
Richard Ware II
82,118,775

1,471,264

124,767

16,109,126


Proposal No. 2:  The appointment of Ernst & Young LLP as the company’s independent registered public accounting firm for fiscal 2018 was ratified by our shareholders, with the vote totals as set forth in the table below:

For
Against
Abstain
Broker Non-Votes
98,569,791
1,080,583
173,558
-0-


Proposal No. 3:  Our shareholders approved, on an advisory (non-binding) basis, the compensation of our named executive officers for fiscal 2017, with the vote totals as set forth in the table below:  
 
For
Against
Abstain
Broker Non-Votes
72,849,526
10,522,861
342,419
16,109,126



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Item 8.01.    Other Events.

On February 7, 2018, the independent directors of the company’s board designated director Richard K. Gordon as Lead Director.










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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.

 
ATMOS ENERGY CORPORATION
 
             (Registrant)
 
 
 
 
DATE: February 12, 2018
By: /s/ KAREN E. HARTSFIELD
       Karen E. Hartsfield
       Senior Vice President, General Counsel
       and Corporate Secretary
 
 






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