Nevada | 0-16071 | 74-2584033 | ||
(State or other jurisdiction of incorporation) | (Commission File Number) | (I.R.S. Employer Identification Number) |
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)) |
(a) | The Company’s annual meeting was held on May 9, 2017. |
(b) | Each of the matters submitted to the stockholders was approved by the requisite voting power required for approval of the respective proposal. The results of the voting on the matters submitted to the stockholders are as follows: |
1. | To elect as directors for a term of three years to hold office until the expiration of his term in 2020, or until a successor has been elected and duly qualified. |
Number of Shares | |||
For | Withheld | ||
Robert L.G. Watson | 80,236,139 | 1,941,565 | |
Ralph F. Cox | 78,097,095 | 4,080,609 | |
Dennis E. Logue | 75,745,622 | 6,432,082 |
2. | To ratify the appointment of BDO USA, LLP as the Company’s independent registered public accounting firm for the year ended December 31, 2017. |
Number of Shares | ||||
For | Against | Withheld | ||
133,765,250 | 1,814,072 | 889,479 |
3. | To approve amendments to the Amended and Restated Abraxas Petroleum Corporation 2005 Employee Long-Term Equity Incentive Plan. |
Number of Shares | ||||
For | Against | Withheld | ||
77,309,298 | 4,714,159 | 154,248 |
4. | To approve an amendment to the Amended and Restated Abraxas Petroleum Corporation 2005 Non-Employee Director Long-Term Equity Incentive Plan. |
Number of Shares | ||||
For | Against | Withheld | ||
76,986,198 | 5,032,434 | 159,073 |
5. | To approve an amendment to the Company’s Articles of Incorporation to increase the Company’s authorized shares of common stock from 200,000,000 shares to 400,000,000 shares. |
Number of Shares | ||||
For | Against | Withheld | ||
121,446,010 | 14,656,268 | 366,523 |
6. | To approve, by advisory vote, a resolution on executive compensation. |
Number of Shares | ||||
For | Against | Withheld | ||
75,926,678 | 5,671,183 | 579,843 |
7. | To approve, on an advisory basis, the frequency of future advisory votes on executive compensation. |
Number of Shares | ||||||
1 Year | 2 Years | 3 Years | Abstain | |||
67,176,434 | 1,154,311 | 13,446,404 | 400,555 |
8. | To postpone of adjourn, if necessary the Annual Meeting to a later time. |
Number of Shares | ||||
For | Against | Withheld | ||
117,479,091 | 18,056,112 | 933,598 |
(d) | At the 2017 Annual Meeting, in accordance with the recommendation of the Board of the Directors, the Company’s stockholders recommended, by advisory vote, a one year frequency of future advisory votes on executive compensation. In accordance with these results and its previous recommendation, the Board of Directors determined that future advisory votes on Named Executive Officer compensation will be held every year . until the next required say-on-pay-frequency vote, which will occur no later than our 2023 annual meeting of stockholders. |
3.1 | Certificate of Amendment to the Articles of Incorporation of the Company dated May 9, 2017. |