0001006655false00010066552023-12-072023-12-07

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): December 7, 2023

Evolution Petroleum Corporation

(Exact name of registrant as specified in its charter)

001-32942

(Commission File Number)

Nevada

41-1781991

(State or Other Jurisdiction of Incorporation)

(I.R.S. Employer Identification No.)

1155 Dairy Ashford Road, Suite 425, Houston, Texas

77079

(Address of Principal Executive Offices)

(Zip Code)

(713) 935-0122

(Registrant’s Telephone Number, Including 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 (see General Instruction A.2. below):

    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))

Securities registered pursuant to Section 12(b) of the Act:

Title of Each Class

   

Trading Symbol(s)

   

Name of Each Exchange On Which Registered

Common Stock, $0.001 par value

EPM

NYSE American

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 5.07Submission of Matters to a Vote of Security Holders.

On December 7, 2023, Evolution Petroleum Corporation, a Nevada corporation (the "Company"), held its 2023 Annual Meeting of Stockholders (the "Annual Meeting") in Houston, Texas at the Company’s principal executive offices. The stockholders of the Company considered and voted upon the three proposals listed below, each of which is more fully described in the Company's definitive proxy statement filed with the U.S. Securities and Exchange Commission on October 26, 2023. Holders of 27,447,931 shares of common stock of the Company, representing approximately 82% of the Company's 33,440,195 issued and outstanding shares of common stock as of the October 16, 2023 record date, were present in person or by proxy at the Annual Meeting, which constituted a quorum for such meeting. The final voting results with respect to each of the proposals is set forth below.

Proposal 1. The Company's stockholders elected six directors, each to serve a one-year term until the 2024 Annual Meeting of Stockholders, or until their respective successors are elected and qualified. The results of the voting for each nominee were as follows:

Name of Nominee

For

% of Vote*

Withheld

Broker Non-Votes

Myra C. Bierria

18,597,570

96.3

%

723,219

8,127,142

Edward J. DiPaolo

18,090,771

93.6

%

1,230,018

8,127,142

William E. Dozier

18,222,646

94.3

%

1,098,143

8,127,142

Marjorie A. Hargrave

18,656,967

96.6

%

663,822

8,127,142

Robert S. Herlin

18,239,960

94.4

%

1,080,829

8,127,142

Kelly W. Loyd

18,267,201

94.5

%

1,053,588

8,127,142

No other person received any votes.

Proposal 2. The stockholders ratified the appointment of Moss Adams LLP, as the Company's independent registered public accounting firm for the fiscal year ending June 30, 2024.  The voting results were as follows:

For

% of Vote*

Against

Abstain

Broker Non-Votes

27,284,300

99.4

%

76,472

87,159

Proposal 3. The stockholders approved, on a non-binding advisory basis, the compensation of the Company's named

executive officers. The voting results were as follows:

For

% of Vote*

Against

Abstain

Broker Non-Votes

18,577,891

96.2

%

569,211

173,687

8,127,142

* Any broker non-votes count toward the determination of a quorum for the Annual Meeting, but are excluded from the denominator in the calculation of the percentage of shares voting. Abstentions are counted towards the tabulation of votes cast on matters properly presented to the stockholders (except the election of directors) and have the same effect as negative votes. Broker non-votes are not counted as votes cast, and therefore they have no effect on the outcome of the matters presented at the Annual Meeting.

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.

Evolution Petroleum Corporation (Registrant)

Date: December 8, 2023

By:

/s/ RYAN STASH

Name:

Ryan Stash

Title:

Senior Vice President and Chief Financial Officer

v3.23.3
Document and Entity Information
Dec. 07, 2023
Document and Entity Information [Abstract]  
Document Type 8-K
Document Period End Date Dec. 07, 2023
Entity Registrant Name Evolution Petroleum Corp
Entity Incorporation, State or Country Code NV
Entity File Number 001-32942
Entity Tax Identification Number 41-1781991
Entity Address, Address Line One 1155 Dairy Ashford Road
Entity Address, Adress Line Two Suite 425
Entity Address, City or Town Houston
Entity Address State Or Province TX
Entity Address, Postal Zip Code 77079
City Area Code 713
Local Phone Number 935-0122
Written Communications false
Soliciting Material false
Pre-commencement Tender Offer false
Pre-commencement Issuer Tender Offer false
Title of 12(b) Security Common Stock, $0.001 par value
Trading Symbol EPM
Security Exchange Name NYSEAMER
Entity Emerging Growth Company false
Entity Central Index Key 0001006655
Amendment Flag false

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