Form 8-K

PEABODY ENERGY CORPORATION

May 10, 2019

/s/ A. Verona Dorch

A. Verona Dorch

Chief Legal Officer

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 9, 2019

PEABODY ENERGY CORPORATION

(Exact name of registrant as specified in its charter)


Delaware	1-16463	13-4004153
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)

701 Market Street, St. Louis, Missouri		63101-1826
(Address of Principal Executive Offices)		(Zip Code)

Registrant’s telephone number, including area code: (314) 342-3400

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 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. ☐

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 $0.01 per share

BTU

New York Stock Exchange

Item 5.07.

Submission of Matters to a Vote of Security Holders.

Peabody Energy Corporation (the “Company”) held its 2019 Annual Meeting of Stockholders (the “2019 Annual Meeting”) on May 9, 2019.

The voting results for each matter voted on at the 2019 Annual Meeting are as set forth below:

Elect ten directors for a one-year term:


Director	For		Against		Abstentions	Broker Non-Votes
Bob Malone		96,563,128		1,231,505	456,709	2,804,135
Andrea E. Bertone		97,423,767		371,997	455,578	2,804,135
Nicholas J. Chirekos		97,438,541		356,092	456,709	2,804,135
Stephen E. Gorman		97,421,962		372,595	456,785	2,804,135
Glenn L. Kellow		97,422,703		372,210	456,429	2,804,135
Joe W. Laymon		97,364,357		430,360	456,625	2,804,135
Teresa S. Madden		97,423,775		354,586	472,081	2,804,135
Kenneth W. Moore		97,441,372		353,261	456,709	2,804,135
Michael W. Sutherlin		97,421,616		372,803	456,923	2,804,135
Shaun A. Usmar		97,420,344		356,829	474,169	2,804,135

Approve, on an advisory basis, the Company’s named executive officers’ compensation:


For	Against	Abstentions	Broker Non-Votes
87,687,484	9,933,672	630,186	2,804,135

Ratify the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for 2019:


For	Against	Abstentions
98,818,619	1,555,224	681,634

Pursuant to the foregoing: (1) each of the ten directors was elected to serve for a one-year term, (2) the compensation of the Company’s named executive officers was approved on an advisory basis, and (3) the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for 2019 was ratified.

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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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