Additional Proxy Soliciting Materials (definitive) (defa14a)
May 12 2020 - 05:16PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington,
D.C. 20549
SCHEDULE 14A
Proxy Statement Pursuant to Section
14(a) of
the Securities Exchange Act of 1934 (Amendment No. )
Filed by the Registrant ☒
Filed by a Party other than the Registrant ☐
Check
the appropriate box: |
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Preliminary
Proxy Statement |
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Confidential,
for Use of the Commission Only (as permitted by Rule
14a-6(e)(2)) |
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Definitive
Proxy Statement |
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Definitive
Additional Materials |
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Soliciting
Material under §240.14a-12 |
Kosmos
Energy Ltd. |
(Name
of Registrant as Specified in Its Charter) |
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(Name
of Person(s) Filing Proxy Statement, if other than the
Registrant) |
Payment of Filing Fee (Check the appropriate box):
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No fee
required. |
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Fee
computed on table below per Exchange Act Rules 14a-6(i)(1) and
0-11. |
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Title
of each class of securities to which transaction
applies: |
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Aggregate
number of securities to which transaction applies: |
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(3) |
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Per
unit price or other underlying value of transaction computed
pursuant to Exchange Act Rule 0-11 (set forth the amount on which
the filing fee is calculated and state how it was
determined): |
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maximum aggregate value of transaction: |
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Total
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Fee
paid previously with preliminary materials. |
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Check
box if any part of the fee is offset as provided by Exchange Act
Rule 0-11(a)(2) and identify the filing for which the offsetting
fee was paid previously. Identify the previous filing by
registration statement number, or the Form or Schedule and the date
of its filing. |
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Previously Paid: |
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Form,
Schedule or Registration Statement No.: |
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Kosmos Energy Ltd.
8176 Park Lane, Suite 500
Dallas, Texas 75231
May 12, 2020
ADDITIONAL INFORMATION REGARDING THE ANNUAL STOCKHOLDERS MEETING
TO BE HELD ON WEDNESDAY, JUNE 10, 2020
The following materials relate to the notice of annual stockholders
meeting and proxy statement for the 2020 annual stockholders
meeting of Kosmos Energy Ltd. (the “Company”), dated April 29,
2020, furnished to stockholders of the Company in connection with
the solicitation of proxies by the Board of Directors of the
Company for use at the 2020 annual stockholders meeting scheduled
to be held on Wednesday, June 10, 2020. These definitive additional
materials are being filed with the U.S. Securities and Exchange
Commission and are being made available to stockholders on or about
May 12, 2020.
PLEASE READ THESE MATERIALS CAREFULLY IN CONJUNCTION WITH THE
PROXY STATEMENT AND OTHER PROXY MATERIALS.
NOTICE OF CHANGE OF LOCATION AND TIME FOR THE ANNUAL
STOCKHOLDERS MEETING TO BE HELD ON WEDNESDAY, JUNE 10, 2020
To the stockholders of Kosmos Energy Ltd.:
Due to the emerging public health impact of the coronavirus
outbreak (COVID-19), NOTICE IS HEREBY GIVEN that the location and
time of the 2020 annual stockholders meeting has changed.
The 2020 annual stockholders meeting will be held on Wednesday,
June 10, 2020 at 8:00 a.m. (CDT), instead of the previously stated
time of 8:00 a.m. (EDT). Further, in the interests of health and
safety given COVID-19 and related guidance from public health
authorities, the 2020 annual stockholder meeting on June 10, 2020
will now be held via virtual-only format. Stockholders will not be
able to attend 2020 annual stockholders meeting in person, as there
will be no physical meeting.
As described in the previously distributed proxy materials for the
2020 annual stockholders meeting, attendance at the meeting is open
to stockholders of record at the close of business on April 13,
2020, the record date. Stockholders of record of the Company’s
common stock at the close of business on the record date can
participate in the 2020 annual stockholders meeting via the virtual
meeting website below.
Stockholders will need their control number included on their
notice of internet availability, proxy card or voting instruction
form to be admitted to the meeting as a stockholder, vote their
shares and ask questions.
Kosmos Energy Ltd. Annual Stockholders Meeting:
Date: Wednesday, June 10, 2020
Time: 8:00 a.m. Central Daylight Time
Virtual Location: www.virtualshareholdermeeting.com/KOS2020
Stockholders are encouraged to log in to this website and
pre-register for the webcast before the start time of the
virtual-only 2020 annual stockholders meeting. Online check-in will
begin 15 minutes prior to the start of the meeting. A technician
will be available to address any technical difficulties via a phone
number provided on the virtual meeting website listed above.
It is important that your shares be represented at the 2020 annual
stockholders meeting, as a quorum of the stockholders must be
present, either at the virtual meeting or by proxy, in order for
the meeting to take place. Even if you plan to attend the virtual
meeting, we recommend that you vote your shares in advance as
described in the previously distributed proxy materials, so that
your vote will be counted if you later decide not to attend the
virtual meeting. Your vote and participation in our governance are
very important to us. Returning the proxy does not deprive you of
your right to attend the virtual meeting and to vote your shares at
the virtual meeting. If you returned a proxy but then attend the
virtual meeting, you may revoke the proxy and vote at the virtual
meeting in accordance with the procedures described in the
previously distributed proxy materials on all matters submitted at
the meeting.
Please note that the notice of internet availability, proxy card or
voting instruction form included with the previously distributed
proxy materials will not be updated to reflect the change in
location and time. You may continue to use the notice of internet
availability, proxy card or voting instruction form to submit your
proxy in connection with the 2020 annual stockholders meeting.
By Order of the Board of Directors,

Jason E. Doughty
Senior Vice President, General Counsel and Corporate
Secretary
May 12, 2020
Dallas, Texas
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