UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported):
(Exact name of registrant as specified in its charter)
| (State or other jurisdiction of incorporation) |
(Commission File Number) | (IRS Employer Identification No.) |
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area code: (
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:
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading symbol(s) | Name of each exchange on which registered | ||
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).
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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. |
Antero Midstream Corporation (the “Company”) held its 2020 Annual Meeting of Stockholders (the “Annual Meeting”) on June 17, 2020. At the Annual Meeting, the Company’s stockholders were requested to (i) elect three Class I members of the Company’s Board of Directors to serve until the Company’s 2023 annual meeting of stockholders; (ii) ratify the appointment of KPMG LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2020; (iii) approve, on an advisory basis, the compensation of the Company’s named executive officers; and (iv) approve, on an advisory basis, the frequency of future advisory votes on the compensation of the Company’s named executive officers. Each of these items is more fully described in the Company’s definitive proxy statement, which was filed with the Securities and Exchange Commission on April 27, 2020.
The results of the matters voted upon at the Annual Meeting are as follows:
Proposal No. 1 — Election of Class I Directors: Votes regarding the persons elected as Class I directors were as follows:
| Nominee | For | Withheld | Broker Non-Votes | |||||||||
| W. Howard Keenan, Jr. | 303,421,082 | 63,022,231 | 51,816,457 | |||||||||
| Peter A. Dea | 305,461,617 | 60,981,696 | 51,816,457 | |||||||||
| Janine J. McArdle | 360,336,857 | 6,106,456 | 51,816,457 | |||||||||
Proposal No. 2 — Ratification of the Appointment of KPMG LLP: The ratification of the appointment of KPMG LLP was approved as follows:
| For | Against | Abstain | ||||||||
| 412,565,118 | 1,214,572 | 4,480,080 | ||||||||
Proposal No. 3 — Approval of the Compensation, on an Advisory Basis, of the Company’s Named Executive Officers: The voting results were as follows:
| For | Against | Abstain | Broker Non-Votes | |||||||||||
| 354,223,546 | 8,226,474 | 3,993,293 | 51,816,457 | |||||||||||
Proposal No. 4 — Approval, on an Advisory Basis, of the Frequency of Future Advisory Votes on the Compensation of the Company’s Named Executive Officers: The voting results were as follows:
| Every Year | Every Two Years | Every Three Years | Abstain | Broker Non-Votes | ||||||||||||||
| 354,970,511 | 10,102,777 | 828,462 | 541,563 | 51,816,457 | ||||||||||||||
The Company has determined that it will hold an advisory vote on executive compensation on an annual basis until the next stockholder advisory vote on this matter.
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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.
| ANTERO MIDSTREAM CORPORATION |
| By: | /s/ GLEN C. WARREN, JR. | |
| Glen C. Warren, Jr. | ||
| President and Secretary |
Dated: June 19, 2020
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Cover |
Jun. 17, 2020 |
|---|---|
| Cover [Abstract] | |
| Document Type | 8-K |
| Amendment Flag | false |
| Document Period End Date | Jun. 17, 2020 |
| Entity File Number | 001-38075 |
| Entity Registrant Name | ANTERO MIDSTREAM CORPORATION |
| Entity Central Index Key | 0001623925 |
| Entity Tax Identification Number | 61-1748605 |
| Entity Incorporation, State or Country Code | DE |
| Entity Address, Address Line One | 1615 Wynkoop Street |
| Entity Address, City or Town | Denver |
| Entity Address, State or Province | CO |
| Entity Address, Postal Zip Code | 80202 |
| City Area Code | 303 |
| Local Phone Number | 357-7310 |
| Written Communications | false |
| Soliciting Material | false |
| Pre-commencement Tender Offer | false |
| Pre-commencement Issuer Tender Offer | false |
| Title of 12(b) Security | Common Stock, par value $0.01 Per Share |
| Trading Symbol | AM |
| Security Exchange Name | NYSE |
| Entity Emerging Growth Company | false |