0000872248-17-000035.txt : 20170518 0000872248-17-000035.hdr.sgml : 20170518 20170518110759 ACCESSION NUMBER: 0000872248-17-000035 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20170516 ITEM INFORMATION: Submission of Matters to a Vote of Security Holders FILED AS OF DATE: 20170518 DATE AS OF CHANGE: 20170518 FILER: COMPANY DATA: COMPANY CONFORMED NAME: PETROQUEST ENERGY INC CENTRAL INDEX KEY: 0000872248 STANDARD INDUSTRIAL CLASSIFICATION: CRUDE PETROLEUM & NATURAL GAS [1311] IRS NUMBER: 721440714 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-32681 FILM NUMBER: 17853943 BUSINESS ADDRESS: STREET 1: 400 E KALISTE SALOOM RD SUITE 6000 CITY: LAFAYETTE STATE: LA ZIP: 70508 BUSINESS PHONE: 3372327028 MAIL ADDRESS: STREET 1: 400 E KALISTE SALOOM RD SUITE 6000 CITY: LAFAYETTE STATE: LA ZIP: 70508 FORMER COMPANY: FORMER CONFORMED NAME: OPTIMA PETROLEUM CORP DATE OF NAME CHANGE: 19950726 8-K 1 a2017shareholdermeeting8k.htm 8-K Document


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 16, 2017

            

PETROQUEST ENERGY, INC.
(Exact name of registrant as specified in its charter)


DELAWARE
(State of Incorporation)
400 E. Kaliste Saloom Rd., Suite 6000
Lafayette, Louisiana
(Address of principal executive offices)
72-1440714
(I.R.S. Employer Identification No.)

70508
(Zip code)

Commission File Number: 001-32681

Registrant’s telephone number, including area code: (337) 232-7028


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 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).
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.

PetroQuest Energy, Inc. (the “Company”) held its 2017 Annual Meeting of Stockholders on May 16, 2017. The following proposals were submitted to the holders of the Company’s common stock (the “Common Stock”) for a vote:

1.    The election of six nominees to the Board of Directors;

2.
The ratification of the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2017;
 
3.
An advisory vote on the Company’s executive compensation; and

4.
An advisory vote on the frequency of holding future advisory votes on the Company’s executive compensation.

The results of such votes were as follows:

1.    The following votes were cast in the election of six nominees to the Board of Directors:

Name of Nominee
 
Number of Votes
Voted For
 
Number of Votes
Withheld
 
Number of Broker
Non-Votes
Charles T. Goodson
 
7,803,109
 
239,017
 
7,991,507
William W. Rucks, IV
 
7,807,056
 
235,070
 
7,991,507
E. Wayne Nordberg
 
7,796,698
 
245,428
 
7,991,507
J. Gerard Jolly
 
7,809,425
 
232,701
 
7,991,507
W. J. Gordon, III
 
7,806,905
 
235,221
 
7,991,507
Charles F. Mitchell, II, M.D
 
7,807,492
 
234,634
 
7,991,507

2.    The following votes were cast in the ratification of the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2017:

Number of Votes
Voted For
 
Number of Votes
Voted Against
 
Number of Votes
Abstaining
 
Number of
Broker Non-Votes
16,001,882
 
17,919
 
13,832
 
0

3.    The following advisory (non-binding) votes were cast to approve the compensation paid to the Company’s named executive officers, as disclosed pursuant to Item 402 of Regulation S-K, including the Compensation Discussion and Analysis, compensation tables and narrative discussion in the 2017 Proxy Statement:

Number of Votes
Voted For
 
Number of Votes
Voted Against
 
Number of Votes
Abstaining
 
Number of
Broker Non-Votes
7,840,605
 
174,485
 
27,036
 
7,991,507







4.    The following advisory (non-binding) votes were cast on whether future advisory votes on executive compensation should be held every one, two or three years:

Alternative
 
Number of Votes Voted For
1 Year
 
7,544,140
2 Years
 
36,732
3 Years
 
439,774
Abstain
 
21,480

In accordance with the voting results listed above, the Company has determined that it will conduct an advisory vote on executive compensation every year until the next vote on the frequency of shareholder votes on the compensation of executives.







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: May 18, 2017
PETROQUEST ENERGY, INC.

/s/ J. Bond Clement            
J. Bond Clement
Executive Vice President, Chief Financial Officer and Treasurer