Annual Reports

 
Quarterly Reports

 
8-K

  • 8-K (Nov 16, 2017)
  • 8-K (Oct 30, 2017)
  • 8-K (Aug 15, 2017)
  • 8-K (Aug 10, 2017)
  • 8-K (Aug 8, 2017)
  • 8-K (Aug 3, 2017)

 
Other

Noble Energy 8-K 2016

Documents found in this filing:

  1. 8-K
  2. Ex-3.1
  3. Graphic
  4. Graphic
Document


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): July 27, 2016

 

NOBLE ENERGY, INC.
(Exact name of Registrant as specified in its charter)
 
 
 
 
 
 
Delaware
 
001-07964
 
73-0785597
(State or other jurisdiction of
incorporation or organization)
 
Commission
File Number
 
(I.R.S. Employer
Identification No.)
 
 
1001 Noble Energy Way,
Houston, Texas
 
 
 
77070
(Address of principal executive offices)
 
 
 
(Zip Code)
Registrant’s telephone number, including area code: (281) 872-3100
(Former name, former address and former fiscal year, 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:
o
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))





Item 5.03. Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.
Effective July 27, 2016, the Board of Directors (“Board”) of Noble Energy, Inc. (the “Company”) amended and restated the Company’s By-Laws (“By-Laws”) to make certain changes to the proxy access provision in Article III, Section 2 of the By-Laws. The revisions to the Company’s proxy access provision include the following:

the minimum percentage of the Company’s outstanding common stock that must be owned by an eligible stockholder or group of stockholders was reduced from 5% to 3%;
the limit on the number of stockholders who may aggregate their stock ownership for purposes of satisfying the 3% ownership requirement was increased from 20 to 25;
certain funds holding Company common stock that are under common management and/or investment control will be counted as a single stockholder for aggregation purposes;
the maximum number of Board candidates that can be nominated by means of proxy access and included in the Company’s proxy materials was increased from 20% to 25% of the Board;
eligible stockholder(s) may always nominate at least one Board candidate by means of proxy access; and
Board candidates nominated by eligible stockholder(s) who do not receive at least 15% of the votes cast will be ineligible for nomination at the next two annual stockholder meetings, reflecting a reduction from the previous requirement of 25% of votes cast.

The revised proxy access provision will be available to stockholders in connection with the Company’s 2017 annual meeting of stockholders.
The foregoing description of the amendments to the By-Laws is qualified in its entirety by reference to the full text of the By-Laws, a copy of which is filed as Exhibit 3.1 to this Current Report on Form 8-K and incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits.
(d)
Exhibits. The following exhibit is filed as part of this Current Report on Form 8-K:
 
3.1
By-Laws of Noble Energy, Inc., as amended through July 27, 2016.





SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the Company has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
 
 
 
 
 
 
 
 
 
 
 
 
NOBLE ENERGY, INC.
 
 
 
 
Date:
July 29, 2016
 
 
By: 
 
/s/ Aaron G. Carlson
 
 
 
 
 
 
Aaron G. Carlson
 
 
 
 
 
 
Assistant Secretary





INDEX TO EXHIBITS
 
 
 
 
Exhibit No.
  
Description
 
 
3.1
  
By-Laws of Noble Energy, Inc., as amended through July 27, 2016.



Wikinvest © 2006, 2007, 2008, 2009, 2010, 2011, 2012. Use of this site is subject to express Terms of Service, Privacy Policy, and Disclaimer. By continuing past this page, you agree to abide by these terms. Any information provided by Wikinvest, including but not limited to company data, competitors, business analysis, market share, sales revenues and other operating metrics, earnings call analysis, conference call transcripts, industry information, or price targets should not be construed as research, trading tips or recommendations, or investment advice and is provided with no warrants as to its accuracy. Stock market data, including US and International equity symbols, stock quotes, share prices, earnings ratios, and other fundamental data is provided by data partners. Stock market quotes delayed at least 15 minutes for NASDAQ, 20 mins for NYSE and AMEX. Market data by Xignite. See data providers for more details. Company names, products, services and branding cited herein may be trademarks or registered trademarks of their respective owners. The use of trademarks or service marks of another is not a representation that the other is affiliated with, sponsors, is sponsored by, endorses, or is endorsed by Wikinvest.
Powered by MediaWiki