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Gastar Exploration 8-K 2015

Documents found in this filing:

  1. 8-K
  2. 8-K
8-K

 

 

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 12, 2015 (June 11, 2015)

 

 

GASTAR EXPLORATION INC.

(Exact Name of Registrant as Specified in its Charter)

 

 

 

DELAWARE   001-35211   38-3531640

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

1331 LAMAR STREET, SUITE 650

HOUSTON, TEXAS 77010

(Address of principal executive offices)

(713) 739-1800

(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))

 

 

 


SECTION 5 - CORPORATE GOVERNANCE AND MANAGEMENT

 

Item 5.07 Submission of Matters to a Vote of Security Holders.

On June 11, 2015, Gastar Exploration Inc. (the “Company”) held its 2015 Annual Meeting of Stockholders (the “Annual Meeting”). As of April 21, 2015, the record date for the Annual Meeting, 80,145,777 shares of common stock were issued and outstanding and entitled to vote at the Annual Meeting. A summary of the matters voted upon by the stockholders and the final voting results for each such matter are set forth below.

Proposal 1 - Election of Directors to the Board

The Company’s stockholders elected each of the following persons as directors to serve for terms of one year until the next annual meeting and their successors have been elected and qualified. The voting results were as follows:

 

Nominee

   Votes For      Votes Withheld      Broker Non-Vote  

John H. Cassels

     26,424,409         7,036,007         27,386,713   

Randolph C. Coley

     32,708,016         752,400         27,386,713   

Stephen A. Holditch

     32,725,676         734,740         27,386,713   

Robert D. Penner

     32,630,371         830,045         27,386,713   

J. Russell Porter

     32,496,039         964,377         27,386,713   

Jerry R. Schuyler

     31,787,976         1,672,440         27,386,713   

John M. Selser Sr.

     26,443,179         7,017,237         27,386,713   

Proposal 2 - Ratification of the Appointment of Independent Registered Public Accounting Firm

The Company’s stockholders approved a proposal to ratify the appointment of BDO USA, LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2015. The voting results were as follows:

 

Votes For

  

Votes Against

  

Votes Abstain

  

Broker Non-Vote

60,321,211    359,377    166,541    —  

Proposal 3 - Advisory Vote on Executive Compensation

The Company’s stockholders approved on a non-binding advisory basis the compensation of the Company’s named executive officers as disclosed in the proxy statement pursuant to the compensation disclosure rules of the Securities Exchange Commission. The voting results were as follows:

 

Votes For

  

Votes Against

  

Votes Abstain

  

Broker Non-Vote

23,636,151    9,675,666    148,599    27,386,713

 

2


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.

Date: June 12, 2015

 

GASTAR EXPLORATION INC.
By:

/s/ J. Russell Porter

J. Russell Porter
President and Chief Executive Officer

 

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