8-K

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): October 29, 2015

Samson Oil & Gas Limited

(Exact name of registrant as specified in its charter)

Australia	001-33578	N/A
(State or other jurisdiction of incorporation or organization)	(Commission file number)	(I.R.S. Employer Identification Number)
Level 16, AMP Building, 140 St Georges Terrace Perth, Western Australia 6000
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code: 011 61 8 9220 9830

(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:

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.

The Annual General Meeting of the shareholders of Samson Oil & Gas Limited (the “Company”) was held on October 29, 2015 in Perth, Australia. The Company asked its shareholders to approve the following matters: (i) the re-election of Mr. Keith Skipper as a director, (ii) the adoption of the Remuneration Report for the fiscal year ended June 30, 2015, and (iii) an advisory vote on named executive officer compensation pursuant to Section 14A of the Securities Exchange Act. None of the foregoing matters were approved by the Company’s shareholders. In addition, as required under Australian law, because the remuneration report was not approved for the second year in a row, the Company asked its shareholders to vote on a resolution (the “Spill Resolution”) to convene a spill meeting at which all of the directors of the Company other than the Managing Director, Mr. Barr, would stand for re-election. The Company’s shareholders voted to approve the Spill Resolution, and as a result, the Company will hold a spill meeting within 90 days of the Annual General Meeting. The Company will provide additional information concerning the spill meeting as soon as practicable.

The voting results of the Annual General Meeting are set forth in Exhibit 99.1 and are incorporated herein by reference.

ITEM 9.01 Financial Statements and Exhibits.

(d) Exhibits

Exhibit No.	Description
99.1	Press release reporting the voting results of the Annual General Meeting of Samson Oil & Gas Limited dated October 30, 2015.

SIGNATURE

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.

Date: November 4, 2015
	Samson Oil & Gas Limited
	By:	/s/ Robyn Lamont
		Robyn Lamont
		Chief Financial Officer

EX-99.1

Exhibit 99.1

 

SAMSON OIL & GAS LIMITED ANNOUNCES RESULTS OF ANNUAL GENERAL MEETING

Perth – Friday 30 October 2015

Pursuant to ASX Listing Rule 3.13.2, Samson Oil & Gas Limited advises on the outcome of voting on the resolutions put to shareholders at the Annual General Meeting held on 29 October 2015.

Details of the voting in regard to the resolutions (together with the information required to be given by Section 251AA of the Corporations Act) was as follows:

Resolution 1 – Re - Election of Keith Skipper as a Director

Proxy votes were as follows:

Votes of proxies directed to vote for the resolution	:	166,602,898
Votes of proxies directed to vote against the resolution	:	311,309,767
Votes of proxies directed to abstain on the resolution	:	5,313,739
Votes of proxies able to vote at the proxies' discretion	:	-

Resolution 1 was defeated on a Poll. Votes were as follows:

Votes of proxies directed to vote for the resolution	:	166,602,898
Votes of proxies directed to vote against the resolution	:	311,579,767
Votes of proxies directed to abstain on the resolution	:	5,313,739
Votes of proxies able to vote at the proxies' discretion	:	-

Resolution 2 – Adoption of Remuneration Report

Proxy votes were as follows:

Votes of proxies directed to vote for the resolution	:	136,851,573
Votes of proxies directed to vote against the resolution	:	318,267,011
Votes of proxies directed to abstain on the resolution	:	28,107,820
Votes of proxies able to vote at the proxies' discretion	:	-

 

Samson Oil & Gas USA

1331, 17^th Street, Suite 710, Denver Colorado 80202 Tel + 1 303 295 0344 Fax + 1 303 295 1961

Samson Oil & Gas Limited

Level 16, AMP Building, 140 St Georges Terrace, Perth Western Australia 6000 / PO Box 7654, Cloisters Square Perth Western Australia 6850
Tel + 61 8 9220 9830 Fax + 61 8 9220 9820 ABN 25 009 069 005 ASX Code SSN

 

Resolution 2 was defeated on a Poll. Votes were as follows:

Votes of proxies directed to vote for the resolution	:	136,851,573
Votes of proxies directed to vote against the resolution	:	318,537,011
Votes of proxies directed to abstain on the resolution	:	28,107,820
Votes of proxies able to vote at the proxies' discretion	:	-

Resolution 3 – Spill Resolution

Proxy votes were as follows:

Votes of proxies directed to vote for the resolution	:	345,287,088
Votes of proxies directed to vote against the resolution	:	127,633,115
Votes of proxies directed to abstain on the resolution	:	10,306,201
Votes of proxies able to vote at the proxies' discretion	:	-

Resolution 3 was passed by a poll. Votes were as follows:

Votes of proxies directed to vote for the resolution	:	345,447,088
Votes of proxies directed to vote against the resolution	:	127,633,115
Votes of proxies directed to abstain on the resolution	:	10,416,201
Votes of proxies able to vote at the proxies' discretion	:	-

Resolution 4 – Advisory vote on named executive officer compensation

Proxy votes were as follows:

Votes of proxies directed to vote for the resolution	:	122,742,350
Votes of proxies directed to vote against the resolution	:	338,136,766
Votes of proxies directed to abstain on the resolution	:	22,347,288
Votes of proxies able to vote at the proxies' discretion	:	-

 

Samson Oil & Gas USA

1331, 17^th Street, Suite 710, Denver Colorado 80202 Tel + 1 303 295 0344 Fax + 1 303 295 1961

Samson Oil & Gas Limited

Level 16, AMP Building, 140 St Georges Terrace, Perth Western Australia 6000 / PO Box 7654, Cloisters Square Perth Western Australia 6850
Tel + 61 8 9220 9830 Fax + 61 8 9220 9820 ABN 25 009 069 005 ASX Code SSN

 

Resolution 4 was defeated by a poll. Votes were as follows:

Votes of proxies directed to vote for the resolution	:	122,742,350
Votes of proxies directed to vote against the resolution	:	338,406,766
Votes of proxies directed to abstain on the resolution	:	22,347,288
Votes of proxies able to vote at the proxies' discretion	:	-

Voting at the Annual General Meeting resulted in a second strike against the Company’s Remuneration Report and the resulting Spill Resolution was passed. Accordingly, Directors wish to advise that pursuant to Section 250V of the Corporations Act a Spill Meeting will be convened within 90 days. Details of the Spill Meeting will be advised as soon as practicable.

For and on behalf of the Board of Directors of
SAMSON OIL & GAS LIMITED

DENIS RAKICH
Company Secretary

 

Samson Oil & Gas USA

1331, 17^th Street, Suite 710, Denver Colorado 80202 Tel + 1 303 295 0344 Fax + 1 303 295 1961

Samson Oil & Gas Limited

Level 16, AMP Building, 140 St Georges Terrace, Perth Western Australia 6000 / PO Box 7654, Cloisters Square Perth Western Australia 6850
Tel + 61 8 9220 9830 Fax + 61 8 9220 9820 ABN 25 009 069 005 ASX Code SSN