Current Report Filing (8-k)
June 11 2019 - 10:04AM
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
Date of Report (Date of earliest event reported): June 6, 2019
SUPERIOR ENERGY SERVICES, INC.
(Exact name of registrant as specified in its charter)
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Delaware
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001-34037
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75-2379388
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(State or other jurisdiction
of incorporation)
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(Commission
File Number)
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(I.R.S. Employer
Identification No.)
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1001 Louisiana Street, Suite 2900, Houston, Texas
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77002
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(Address of principal executive offices)
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(Zip Code)
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(713)
654-2200
(Registrants telephone number, including area code)
Check the appropriate box below if the
Form 8-K
filing is intended to simultaneously satisfy the filing
obligations 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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Securities registered pursuant to Section 12(b) of the Act:
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Title of each class
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Trading Symbol(s)
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Name of each exchange on which registered
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Common Stock
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SPN
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NYSE
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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 Submission of Matters to a Vote of Security Holders
The annual meeting of stockholders (the Annual Meeting) of the Company was held on June 6, 2019. As of the record date for the
Annual Meeting, April 8, 2019, the Company had 155,956,600 shares of common stock outstanding, each of which was entitled to one vote at the Annual Meeting. The Companys stockholders voted on the following three proposals at the Annual
Meeting, casting their votes as described below.
Proposal 1 Election of Directors
. Each of the individuals listed
below was elected at the Annual Meeting to serve a
one-year
term on the Board of Directors.
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Nominee
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Votes For
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Votes Withheld
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Broker Non-votes
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David D. Dunlap
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129,490,809
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2,198,408
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14,011,642
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James M. Funk
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123,402,985
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8,286,232
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14,011,642
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Terence E. Hall
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128,693,776
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2,995,441
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14,011,642
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Peter D. Kinnear
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128,930,415
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2,758,802
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14,011,642
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Janiece M. Longoria
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129,733,428
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1,955,789
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14,011,642
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Michael M. McShane
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122,246,487
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9,442,730
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14,011,642
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W. Matt Ralls
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121,367,401
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10,321,816
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14,011,642
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Proposal 2 Advisory
Say-on-Pay
Vote
. Proposal 2 was an advisory vote on executive compensation, as disclosed in the proxy statement for the Annual Meeting. This advisory vote was
approved.
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Votes For
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Votes Against
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Abstentions
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Broker
Non-votes
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76,355,033
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55,163,838
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170,346
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14,011,642
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Proposal 3 Ratification of Appointment of Auditors
. Proposal 3 was a proposal to ratify
the appointment of KPMG LLP as the Companys independent registered public accounting firm for the fiscal year ending December 31, 2019. This proposal was approved.
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Votes For
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Votes Against
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Abstentions
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142,428,723
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3,068,528
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203,608
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Item 8.01 Other Events
On June 7, 2019, the Company issued a press release announcing the voting results of matters considered during the Companys Annual
Meeting. A copy of the press release is attached hereto as Exhibit 99.1 and incorporated herein by reference.
Item 9.01 Financial Statements and
Exhibits
(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.
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SUPERIOR ENERGY SERVICES, INC.
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By:
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/s/ William B. Masters
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William B. Masters
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Executive Vice President, General Counsel
and Secretary
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Dated: June 11, 2019
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