2016-05 - Proxy Vote Results

 

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

May  12, 2016

(Date of earliest event reported)





SupportingDocument:dc6728240e6c47109999ce53ad84af26

Callon Petroleum Company

(Exact name of registrant as specified in its charter)







Delaware

001-14039

64-0844345

(State or other jurisdiction of incorporation or organization)

(Commission File Number)

(I.R.S. Employer Identification Number)







200 North Canal St.

Natchez, Mississippi  39120

(Address of principal executive offices, including zip code)





(601) 442-1601

(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):



[ ] 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))





 


 

 

Item 5.07 Submission of Matters to a Vote of Security Holders



Callon Petroleum Company (the “Company”) held its 2016 Annual Meeting of Shareholders (the “Annual Meeting”) on May 12, 2016. At the Annual Meeting, shareholders (a) elected three  (3) Class I directors to hold office until the 2019 annual meeting of shareholders (Proposal #1), (b) approved, in an advisory (non-binding) vote, the Company's executive compensation (Proposal #2), (c) approved the amendment to Article Four of the Company’s Certificate of Incorporation, increasing the number of authorized shares of the Company’s common stock from 150,000,000 shares to 300,000,000 shares (Proposal #3) , and (d) ratified the appointment of Grant Thornton LLP as the Company's independent registered public accounting firm for the year ending December 31, 2016 (Proposal #4). For additional information on these proposals, please see the Company’s definitive proxy statement filed with the Securities and Exchange Commission on April 1, 2016. 



Proposal 1 – Election of Class I Directors.





 

 

 

Nominee

Votes cast For

Votes Withheld

Broker Non-Votes

Larry D. McVay

80,968,933

87,923

6,681,700

John C. Wallace

80,780,356

1,063,500

6,681,700

Michael L. Finch

80,977,889

865,967

6,681,700



Proposal 2 – Approval, in an advisory (non-binding) vote, of the Company’s Executive Compensation.







 

 

 

Votes cast For

Votes cast Against

Votes Abstained

Broker Non-Votes

79,723,102

614,278

1,506,476

6,681,700



Proposal 3 – Approval of the Amendment to Article Four of the Company’s Certificate of Incorporation, Increasing the Number of Authorized Shares of Common Stock of the Company.







 

 

 

Votes cast For

Votes cast Against

Votes Abstained

Broker Non-Votes

82,773,410

5,534,416

82,323



Proposal 4 – Ratification of Appointment of Grant Thornton LLP as the Company’s Independent Registered Public Accounting Firm for the Year Ending December 31, 2016.







 

 

 

Votes cast For

Votes cast Against

Votes Abstained

Broker Non-Votes

88,433,036

74,102

18,418



 


 

 

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.









 

 

 



 

Callon Petroleum Company

 



 

(Registrant)

 



 

 

 

May 13, 2016

 

By:  /s/ Joseph C. Gatto, Jr.

 



 

Joseph C. Gatto, Jr.

 



 

Senior Vice President, Chief Financial Officer and Treasurer