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): May 11, 2011
BERRY PETROLEUM COMPANY
(Exact Name of Registrant as Specified in its Charter)
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DELAWARE |
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1-9735 |
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77-0079387 |
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1999 BROADWAY, SUITE 3700, DENVER, |
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80202 |
Registrant’s telephone number, including area code: (303) 999-4400
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:
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))
Item 5.07. Submission of Matters to a Vote of Security Holders.
On May 11, 2011, Berry Petroleum Company (the “Company” or “Berry”) stockholders voted on four proposals and cast their votes as described below. The proposals are described in detail in the Company’s definitive proxy statement on Schedule 14A filed with the Securities and Exchange Commission on April 1, 2011.
Proposal 1
Berry stockholders elected ten individuals to the Board of Directors for the succeeding year or until their successors are duly qualified and elected as set forth below:
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Name |
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Votes For |
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Votes Against |
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Broker Non-Votes |
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Martin H. Young, Jr. |
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45,158,909 |
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282,111 |
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2,493,205 |
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Robert F. Heinemann |
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45,198,748 |
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242,272 |
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2,493,205 |
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Ralph B. Busch, III |
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44,348,415 |
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1,092,605 |
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2,493,205 |
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William E. Bush, Jr. |
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44,549,830 |
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891,190 |
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2,493,205 |
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Stephen L. Cropper |
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45,308,164 |
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132,856 |
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2,493,205 |
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J. Herbert Gaul, Jr. |
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45,181,044 |
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259,976 |
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2,493,205 |
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Stephen J. Hadden |
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45,299,859 |
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141,161 |
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2,493,205 |
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Thomas J. Jamieson |
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44,972,636 |
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468,384 |
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2,493,205 |
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J. Frank Keller |
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45,069,671 |
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371,349 |
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2,493,205 |
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Michael S. Reddin |
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45,325,097 |
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115,923 |
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2,493,205 |
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Proposal 2
Berry stockholders ratified the appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for the 2011 fiscal year as set forth below:
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Votes For |
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Votes Against |
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Abstentions |
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Broker Non-Votes |
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49,188,565 |
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219,331 |
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9,368 |
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0 |
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Proposal 3
The advisory vote by Berry stockholders on executive compensation was as set forth below:
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Votes For |
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Votes Against |
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Abstentions |
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Broker Non-Votes |
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43,033,630 |
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2,284,536 |
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37,465 |
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2,493,205 |
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Proposal 4
The advisory vote by Berry stockholders on the frequency of future advisory votes on executive compensation was as set forth below:
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1 Year |
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2 Years |
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3 Years |
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Abstentions |
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Broker Non-Votes |
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37,523,328 |
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1,494,990 |
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6,286,672 |
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50,641 |
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2,493,205 |
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In accordance with the Board of Director’s recommendation as set forth in the 2011 proxy statement, and based on the voting results for this proposal, the Company determined that an advisory vote to approve the compensation of the named executive officers of the Company will be conducted on an annual basis, until the next advisory vote on this matter is held.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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BERRY PETROLEUM COMPANY | |
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By: |
/s/ Davis O O’Connor |
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Davis O O’Connor |
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Corporate Secretary |
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Date: May 16, 2011 |
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