0001193125-18-173699.txt : 20180524 0001193125-18-173699.hdr.sgml : 20180524 20180524170202 ACCESSION NUMBER: 0001193125-18-173699 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20180522 ITEM INFORMATION: Submission of Matters to a Vote of Security Holders FILED AS OF DATE: 20180524 DATE AS OF CHANGE: 20180524 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CARBO CERAMICS INC CENTRAL INDEX KEY: 0001009672 STANDARD INDUSTRIAL CLASSIFICATION: ABRASIVE ASBESTOS & MISC NONMETALLIC MINERAL PRODUCTS [3290] IRS NUMBER: 721100013 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-15903 FILM NUMBER: 18858621 BUSINESS ADDRESS: STREET 1: 575 NORTH DAIRY ASHFORD STREET 2: SUITE 300 CITY: HOUSTON STATE: TX ZIP: 77079 BUSINESS PHONE: 2819216400 MAIL ADDRESS: STREET 1: 575 NORTH DAIRY ASHFORD STREET 2: SUITE 300 CITY: HOUSTON STATE: TX ZIP: 77079 8-K 1 d579535d8k.htm 8-K 8-K

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 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 22, 2018

 

 

CARBO Ceramics Inc.

(Exact Name of Registrant as Specified in Its Charter)

 

 

Delaware

(State or Other Jurisdiction of Incorporation)

 

001-15903   72-1100013

(Commission

File Number)

  

(IRS Employer

Identification No.)

575 North Dairy Ashford, Suite 300

Houston, Texas

   77079
(Address of Principal Executive Offices)   (Zip Code)

(281) 921-6400

(Registrant’s Telephone Number, Including Area Code)

Not Applicable

(Former Name or Former Address, if Changed Since Last Report)

 

 

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))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company  ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  ☐

 

 

 

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

CARBO Ceramics Inc. (the “Company”) held its Annual Meeting of Stockholders (the “Annual Meeting”) on May 22, 2018. Voting results for each proposal considered at the Annual Meeting are set forth below. The proposals are described in more detail in the Company’s definitive proxy statement for the Annual Meeting, which was filed with the Securities and Exchange Commission on March 29, 2018.

 

Proposal 1: Election of six directors.

The six individuals listed below were elected as directors of the Company at the Annual Meeting. Voting results for each director were as follows:

 

Names            

   For      Withheld      Broker Non-Votes  

Sigmund L. Cornelius

      14,045,174        3,357,919        6,073,233  

Chad C. Deaton

      14,047,153        3,355,940        6,073,233  

Gary A. Kolstad

      13,991,503        3,411,590        6,073,233  

H.E. Lentz, Jr.

      13,810,624        3,592,469        6,073,233  

Randy L. Limbacher

      13,996,376        3,406,717        6,073,233  

William C. Morris

      12,740,167        4,662,926        6,073,233  

 

Proposal 2: Ratification of the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm.

Voting results with respect to the ratification of Ernst & Young LLP as the Company’s independent registered public accounting firm for 2018 were as follows:

 

For

   

Against

   

Abstentions

   

Broker Non-Votes

23,155,535

    253,290    67,501    0

 

Proposal 3: Advisory vote on the compensation of the named executive officers.

Voting results with respect to the advisory vote on the compensation of the named executive officers were as follows:

 

For

   

Against

   

Abstentions

   

Broker Non-Votes

10,334,233

    6,775,920    292,940    6,073,233

 

2

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.

 

    CARBO CERAMICS INC.
Date: May 24, 2018      
    By:   /s/ Robert J. Willette
      Robert J. Willette
      VP, General Counsel, Corporate Secretary and Chief Compliance Officer

 

3