8-K 1 oke2019annualmeetingofshar.htm OKE 2019 ANNUAL MEETING OF SHAREHOLDERS Document


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 23, 2019
(Date of earliest event reported)
May 22, 2019

ONEOK, Inc.
(Exact name of registrant as specified in its charter)
Oklahoma
 
001-13643
 
73-1520922
(State or other jurisdiction
 
(Commission
 
(IRS Employer
of incorporation)
 
File Number)
 
Identification No.)
100 West Fifth Street; Tulsa, OK
(Address of principal executive offices)

74103
(Zip code)

(918) 588-7000
(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:

[] Written communication 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.__

Securities registered pursuant to Section 12(b) of the Act:
Title of each class
Trading Symbol(s)
Name of each exchange on which registered
Common stock, par value of $0.01
OKE
New York Stock Exchange





Item 5.07
 
Submission of Matters to a Vote of Security Holders
 
 
 
 
 
 
 
We held our 2019 annual meeting of shareholders on May 22, 2019. The matters voted upon at the meeting and the results of such voting are set forth below.
 
 
 
 
 
 
1. The individuals set forth below were elected to the Board of Directors of the Company by a majority of the votes cast to serve one-year terms expiring at the later of our annual meeting of shareholders in 2020 or upon a successor being elected and qualified, as follows:
 
 
 
 
 
 
Director
Votes For
Votes Against
Abstain
Broker Non-Votes
 
 
 
 
 
 
 
Brian L. Derksen
298,819,161
4,700,208
956,297
67,839,889
 
Julie H. Edwards
293,458,476
10,135,659
881,531
67,839,889
 
John W. Gibson
296,756,098
6,820,811
898,757
67,839,889
 
Mark W. Helderman
300,323,549
3,183,418
968,699
67,839,889
 
Randall J. Larson
301,639,433
1,921,893
914,339
67,839,889
 
Steven J. Malcolm
298,374,759
5,137,138
963,769
67,839,889
 
Jim W. Mogg
295,316,622
8,227,422
931,622
67,839,889
 
Pattye L. Moore
284,837,312
18,761,270
877,084
67,839,889
 
Gary D. Parker
292,715,381
10,800,316
959,969
67,839,889
 
Eduardo A. Rodriguez
294,692,650
8,860,287
922,728
67,839,889
 
Terry K. Spencer
300,482,255
3,163,041
830,369
67,839,889
 
 
 
 
 
 
 
2. The appointment of PricewaterhouseCoopers LLP as independent auditor for the Company for the fiscal year ending December 31, 2019, was ratified by a majority of the votes cast as follows:
 
 
 
 
 
 
 
Votes For
Votes Against
Abstain
 
 
 
 
 
365,565,006
5,715,702
1,034,847
 
 
 
 
 
 
 
 
3. The advisory vote on compensation paid to our named executive officers as disclosed in our Proxy Statement for the 2019 annual meeting, including the Compensation Discussion and Analysis, compensation tables and narrative discussion, was approved by a majority of the votes cast as follows:
 
 
 
 
 
 
 
Votes For
Votes Against
Abstain
Broker Non-Votes
 
 
 
 
292,861,811
9,244,362
2,369,023
67,840,359
 
 
 
 
 
 
 
 
 


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SIGNATURE

Pursuant to the requirements of the Exchange Act, the registrant has duly caused this report to be signed on its behalf by the undersigned, hereunto duly authorized.

 
 
 
ONEOK, Inc.
 
 
 
 
Date:
May 23, 2019
By:
/s/ Walter S. Hulse III
 
 
 
Walter S. Hulse III
Chief Financial Officer, Treasurer and
Executive Vice President, Strategic
Planning and Corporate Affairs


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