Current Report Filing (8-k)
May 02 2018 - 6:07AM
Edgar (US Regulatory)
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
May 1, 2018
Date of Report (Date of earliest event reported)
Encana Corporation
(Exact
name of registrant as specified in its charter)
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Canada
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1-15226
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98-0355077
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(State or other jurisdiction
of incorporation)
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(Commission
File Number)
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(IRS Employer
Identification No.)
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Suite 4400, 500 Centre Street SE, PO Box 2850
Calgary, Alberta, Canada, T2P 2S5
(Address of principal executive offices) (Zip Code)
Registrants telephone number, including area code
(403)
645-2000
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:
☐
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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☐
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Soliciting material pursuant to Rule
14a-12
under the Exchange Act (17
CFR
240.14a-12)
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☐
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Pre-commencement
communications pursuant to Rule
14d-2(b)
under the Exchange Act (17 CFR
240.14d-2(b))
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☐
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Pre-commencement
communications pursuant to Rule
13e-4(c)
under the Exchange Act (17 CFR
240.13e-4(c))
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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. ☐
ITEM 5.07
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Submission of Matters to a Vote of Security Holders.
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`At the 2018 Annual Meeting of Shareholders held on May 1, 2018, the shareholders of Encana Corporation (the Corporation)
voted on: (1) 10 nominated directors to be elected to the Corporations board (the Board) to serve until the close of the Corporations next annual meeting of shareholders or until their successors are elected or appointed;
(2) the appointment of PricewaterhouseCoopers LLP as the Corporations independent auditors until the close of the Corporations next annual meeting of shareholders; and (3) an advisory vote to approve the compensation of the
Corporations named executive officers (a
Say-on-Pay
vote). The proposals are further described in the Corporations definitive proxy statement on
Schedule 14A filed with the U.S. Securities and Exchange Commission on March 23, 2018 (the Proxy Statement).
The tables
below set forth the number of votes cast for, against or withheld, and the number of abstentions and broker
non-votes,
for each matter voted upon by the Corporations shareholders.
The following individuals were elected to the Board:
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Name of Nominee
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Votes For
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Percent
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Votes
Withheld
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Percent
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Broker
Non-Votes
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Peter A. Dea
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690,282,959
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98.71%
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9,019,703
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1.29%
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55,442,624
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Fred J. Fowler
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686,553,161
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98.18%
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12,749,501
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1.82%
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55,442,624
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Howard J. Mayson
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692,147,927
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98.98%
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7,154,735
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1.02%
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55,442,624
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Lee A. McIntire
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686,862,604
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98.22%
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12,440,058
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1.78%
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55,442,624
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Margaret A. McKenzie
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687,650,213
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98.33%
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11,652,449
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1.67%
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55,442,624
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Suzanne P. Nimocks
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683,990,016
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97.81%
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15,312,646
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2.19%
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55,442,624
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Brian G. Shaw
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694,970,380
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99.38%
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4,332,282
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0.62%
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55,442,624
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Douglas J. Suttles
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695,213,975
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99.42%
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4,088,687
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0.58%
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55,442,624
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Bruce G. Waterman
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680,842,132
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97.36%
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18,460,530
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2.64%
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55,442,624
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Clayton H. Woitas
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680,417,321
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97.30%
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18,885,341
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2.70%
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55,442,624
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2.
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Appoint PricewaterhouseCoopers LLP as Independent Auditors
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The shareholders approved the appointment of PricewaterhouseCoopers LLP, Chartered Accountants, as the Corporations
independent auditors until the close of the Corporations next annual meeting of shareholders.
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Votes For
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Percent
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Votes
Withheld
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Percent
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Broker
Non-Votes
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736,475,396
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97.58
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%
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18,269,890
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2.42
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%
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n/a
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3.
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Advisory Vote to Approve Compensation of Named Executive Officers
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The shareholders approved, on a
non-binding
advisory basis, the compensation of the
Corporations named executive officers, as disclosed in the Proxy Statement.
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Votes For
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Percent
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Votes
Against
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Percent
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Broker
Non-Votes
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627,260,204
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89.70
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%
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72,047,026
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10.30
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%
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55,438,056
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On May 1, 2018, the Corporation issued a news release announcing the election of directors voting results from the 2018 Annual
Meeting of Shareholders. A copy of the news release is attached as Exhibit 99.1 to this Current Report on
Form 8-K.
ITEM 9.01
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Financial Statements and Exhibits.
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(d) Exhibits
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.
Dated: May 1, 2018
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ENCANA CORPORATION
(Registrant)
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By:
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/s/ Dawna I. Gibb
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Name: Dawna I. Gibb
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Title: Assistant Corporate Secretary
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EXHIBIT INDEX
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Exhibit No.
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Exhibit Description
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Exhibit 99.1
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News Release dated May 1, 2018.
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