8-K

 

 

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): June 30, 2021

 

 

CONTANGO OIL & GAS COMPANY

(Exact Name of Registrant as Specified in Charter)

 

 

 

Texas   001-16317   95-4079863

(State or Other Jurisdiction

of Incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

111 E. 5th Street, Suite 300

Fort Worth, Texas

(Address of Principal Executive Offices)

76102

(Zip code)

(817) 529-0059

(Registrant’s telephone number, including area code)

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 (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 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, Par Value $0.04 per share    MCF    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 5.07

Submission of Matters to a Vote of Security Holders.

The 2021 Annual Meeting of the Stockholders of the Company was held on June 30, 2021, exclusively via the Internet as a virtual web conference at www.virtualshareholdermeeting.com/MCF2021. The following are the final voting results and a brief description of each matter submitted to the Company’s stockholders at that meeting. Each proposal is described in more detail in the 2021 Proxy.

Proposal 1: Election of Directors. The stockholders of the Company elected each of the seven director nominees nominated by the Company’s Board of Directors, as follows: John C. Goff, Wilkie S. Colyer, Jr., B.A. Berilgen, Lon McCain, Janet Pasque, Joseph J. Romano and Karen Simon were elected as directors and are eligible to serve a one-year term until the 2022 annual meeting.

The following is a tabulation of the voting results with respect to each director nominee:

 

Director

   Votes For      Voted
Against
     Broker
Non-Votes
     Abstain  

John C. Goff

     90,386,281        3,515,206        34,079,066        16,373  

Wilkie S. Colyer, Jr.

     93,671,673        229,052        34,079,066        17,435  

B.A. Berilgen

     89,347,292        4,555,209        34,070,066        15,359  

Lon McCain

     88,686,214        5,215,242        34,079,066        16,404  

Janet Pasque

     93,600,427        185,080        34,079,066        132,353  

Joseph J. Romano

     81,871,758        12,026,345        34,079,066        19,757  

Karen Simon

     93,609,236        186997        34,079,066        121,627  

Proposal 2: Ratification of the Appointment of Independent Registered Public Accounting Firm. The Company’s stockholders ratified the appointment of Grant Thornton LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2021 by the following vote:

 

For

 

Against

 

Abstain

 

Broker

Non-Votes

127,367,280   520,915   108,731   —  

Proposal 3: The Compensation Advisory Vote. The Company’s Stockholders approved, on an advisory basis, the compensation of the Company’s named executive officers by the following vote:

 

For

 

Against

 

Abstain

 

Broker

Non-Votes

92,402,937   1,428,294   86,629   34,079,066


SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this Current Report to be signed on its behalf by the undersigned hereunto duly authorized.

 

    CONTANGO OIL & GAS COMPANY
Date: July 1, 2021   /s/ E. Joseph Grady
  E. Joseph Grady
 

Senior Vice President and

Chief Financial and Accounting Officer