National Fuel Gas Company 8-K 2012
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
National Fuel Gas Company
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:
[ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
At the Annual Meeting of Stockholders of National Fuel Gas Company (the "Company") held on March 8, 2012, stockholders approved the Company’s 2012 Annual At Risk Compensation Incentive Plan (the "Plan") and 2012 Performance Incentive Program (the "Program"). Descriptions of the terms and conditions of the Plan and the Program were included in the Company’s Proxy Statement filed with the Securities and Exchange Commission on January 20, 2012. Amounts payable under the Plan and the Program will depend upon the particular awards to be made thereunder.
Item 5.07 Submission of Matters to a Vote of Security Holders.
The Annual Meeting of Stockholders of National Fuel Gas Company was held on March 8, 2012. At that meeting, the stockholders elected Philip C. Ackerman, R. Don Cash and Stephen E. Ewing as directors for three-year terms, ratified the appointment of an independent registered public accounting firm, provided a non-binding advisory vote with respect to the approval of executive compensation, and approved two incentive compensation plans.
Item 7.01 Regulation FD Disclosure.
On March 8, 2012 the Company issued a press release announcing that the Board of Directors of the Company approved payment of a regular quarterly dividend of 35.5 cents per share on the Company’s common stock. The dividend is payable April 13, 2012, to shareholders of record on March 31, 2012. The Company hereby clarifies that its shareholders of record on March 31, 2012, a Saturday, will be identical to its shareholders of record at the close of business on March 30, 2012.
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.