8-K 1 d209877d8k.htm FORM 8-K 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 8, 2016

 

 

DEVON ENERGY CORPORATION

(Exact Name of Registrant as Specified in its Charter)

 

 

 

DELAWARE   001-32318   73-1567067

(State or Other Jurisdiction

of Incorporation or Organization)

  (Commission File Number)  

(IRS Employer

Identification Number)

 

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

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

 

 

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))

 

 

 

 

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

Devon Energy Corporation (“Devon”) held its 2016 Annual Meeting of Stockholders on Wednesday, June 8, 2016. 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 2016 Annual Meeting of Stockholders and Proxy Statement filed with the Securities and Exchange Commission on April 27, 2016.

 

  1. The stockholders elected each of Devon’s nine nominees to serve on Devon’s Board of Directors (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   393,613,297     3,952,688   66,222,018
John E. Bethancourt   394,697,641     2,868,344   66,222,018
David A. Hager   390,505,573     7,060,412   66,222,018
Robert H. Henry   352,708,149   44,857,836   66,222,018
Michael M. Kanovsky   390,204,008     7,361,977   66,222,018
Robert A. Mosbacher, Jr.   391,115,581     6,450,404   66,222,018
Duane C. Radtke   394,507,221     3,058,764   66,222,018
Mary P. Ricciardello   394,157,167     3,408,818   66,222,018
John Richels   385,444,102   12,121,883   66,222,018

 

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

 

VOTES FOR

  VOTES
AGAINST
  VOTES
ABSTAINED
  BROKER
NON-VOTES
376,911,333   19,260,696   1,393,956   66,222,018

 

  3. The appointment of KPMG LLP as Devon’s independent auditors for 2016 was ratified. The results of the vote were as follows:

 

VOTES FOR

  VOTES
AGAINST
  VOTES
ABSTAINED
  BROKER
NON-VOTES
458,747,203   4,050,229   990,571           —        

 

  4. The stockholder proposal for a report on lobbying activities related to energy policy and climate change was not approved. The results of the vote were as follows:

 

VOTES FOR

  VOTES
AGAINST
  VOTES
ABSTAINED
  BROKER
NON-VOTES
80,830,643   300,510,556   16,224,786   66,222,018

 

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  5. The stockholder proposal for a report on impact of potential climate change policies was not approved. The results of the vote were as follows:

 

VOTES FOR

  VOTES
AGAINST
  VOTES
ABSTAINED
  BROKER
NON-VOTES
137,205,308   243,274,124   17,086,553   66,222,018

 

  6. The stockholder proposal for a report disclosing lobbying policy and activity was not approved. The results of the vote were as follows:

 

VOTES FOR

  VOTES
AGAINST
  VOTES
ABSTAINED
  BROKER
NON-VOTES
119,061,500   263,428,547   15,075,938   66,222,018

 

  7. The stockholder proposal to remove reserve addition metrics from the determination of executive incentive compensation was not approved. The results of the vote were as follows:

 

VOTES FOR

  VOTES
AGAINST
  VOTES
ABSTAINED
  BROKER
NON-VOTES
14,842,978   372,836,651   9,886,356   66,222,018

 

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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.

 

DEVON ENERGY CORPORATION
By:   /s/ Carla D. Brockman
 

Carla D. Brockman

Vice President Corporate Governance and

Secretary

Date: June 9, 2016

 

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