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 22, 2016
ANTERO RESOURCES CORPORATION
(Exact name of registrant as specified in its charter)
Delaware |
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001-36120 |
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80-0162034 |
(State or other jurisdiction |
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(Commission File Number) |
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(IRS Employer |
1615 Wynkoop Street
Denver, Colorado 80202
(Address of principal executive offices) (Zip Code)
Registrants telephone number, including area code: (303) 357-7310
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.
Antero Resources Corporation (the Company) held its 2016 Annual Meeting of Stockholders (the Annual Meeting) on June 22, 2016. At the Annual Meeting, the Companys stockholders were requested to (i) elect three Class III members of the Companys Board of Directors to serve until the Companys 2019 annual meeting of stockholders; (ii) ratify the appointment of KPMG LLP as the Companys independent registered public accounting firm for the year ending December 31, 2016; (iii) approve, on an advisory basis, the compensation of the Companys named executive officers; and (iv) approve, on an advisory basis, the preferred frequency of advisory votes on executive compensation. A stockholder proposal concerning a methane emissions report was withdrawn by the proponent, so was not voted upon. Each of these items is more fully described in the Companys definitive proxy statement, which was filed with the Securities and Exchange Commission on April 27, 2016.
The results of the matters voted upon at the Annual Meeting are as follows:
Proposal No. 1 Election of Class III Directors: The election of each Class III director was approved as follows:
Nominee |
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For |
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Withheld |
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Broker |
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Richard W. Connor |
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238,085,397 |
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2,023,660 |
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11,150,560 |
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Robert J. Clark |
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238,327,333 |
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1,781,724 |
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11,150,560 |
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Benjamin A. Hardesty |
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236,206,160 |
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3,902,897 |
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11,150,560 |
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Proposal No. 2 Ratification of the Appointment of KPMG LLP: The ratification of the appointment of KPMG LLP was approved as follows:
For |
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Against |
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Abstain |
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250,032,344 |
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609,379 |
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617,894 |
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Proposal No. 3 Approval of the Compensation, on an Advisory Basis, of the Companys Named Executive Officers: The compensation of the Companys named executive officers was approved, on an advisory basis, as follows:
For |
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Against |
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Abstain |
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Broker Non-Votes |
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238,114,200 |
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1,538,657 |
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456,200 |
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11,150,560 |
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Proposal No. 4 Approval, on an Advisory Basis, of the Preferred Frequency of Advisory Votes on Executive Compensation: The holding of advisory votes on executive compensation every year was approved, on an advisory basis, as follows:
Every Year |
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Every Two Years |
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Every Three Years |
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Abstain |
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Broker Non-Votes |
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237,593,669 |
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12,010 |
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2,113,665 |
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389,713 |
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11,150,560 |
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The Company has determined that it will hold an advisory vote on executive compensation every year, until the next stockholder advisory vote on the preferred frequency of advisory votes on executive compensation.
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.
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ANTERO RESOURCES CORPORATION | |
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By: |
/s/ GLEN C. WARREN, JR. |
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Glen C. Warren, Jr. |
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President and Chief Financial Officer |
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Dated: June 23, 2016 |
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