form8-k51115.htm
 





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) May 7, 2015


SOUTHWEST GAS CORPORATION
(Exact name of registrant as specified in its charter)


California
1-7850
88-0085720
(State or other jurisdiction of
(Commission
(I.R.S. Employer
incorporation or organization)
File Number)
Identification No.)
     
5241 Spring Mountain Road
   
Post Office Box 98510
   
Las Vegas, Nevada
 
89193-8510
(Address of principal executive offices)
 
(Zip Code)


Registrant's telephone number, including area code: (702) 876-7237

 
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)
 
[ ] 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))

 
 
 
 
 

 
 
 

 



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

The Annual Meeting of Shareholders of Southwest Gas Corporation (the “Company”) was held on May 7, 2015.  Holders of approximately 41,463,994 shares of common stock were represented in person or by proxy.  The Company’s shareholders (i) elected each of the persons listed below to serve as a director of the Company for a term that will continue until the next annual meeting of shareholders or until his or her successor has been duly elected and qualified or the director’s earlier resignation, death, or removal, (ii) approved the advisory vote on named executive officer compensation, and (iii) ratified the appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for 2015.

The Company’s independent inspector of elections reported the vote of the shareholders as follows:

Proposal 1.  The election of twelve (12) directors

 
 
Name
 
For
 
Withheld
Broker
Non-votes
 
 
Robert L. Boughner
37,254,823
481,356
3,727,815
 
José A. Cárdenas
37,467,130
269,049
3,727,815
 
Thomas E. Chestnut
37,402,053
334,126
3,727,815
 
Stephen C. Comer
37,422,905
313,274
3,727,815
 
LeRoy C. Hanneman, Jr.
37,396,195
339,984
3,727,815
 
John P. Hester
37,449,058
287,121
3,727,815
 
Anne L. Mariucci
37,459,986
276,193
3,727,815
 
Michael J. Melarkey
37,410,814
325,365
3,727,815
 
Jeffrey W. Shaw
37,392,203
343,976
3,727,815
 
A. Randall Thoman
37,409,689
326,490
3,727,815
 
Thomas A. Thomas
33,269,972
4,466,207
3,727,815
 
Terrence L. Wright
37,390,496
345,683
3,727,815

Proposal 2.  Advisory vote to approve the Company’s executive compensation
 
 
For
 
Against
 
Abstain
   Broker
Non-votes
 
36,756,124
713,879
266,176
3,727,815

Proposal 3.  The ratification of the selection of PricewaterhouseCoopers LLP as the independent registered public accounting firm for the Company for fiscal year 2015
 
For
Against
Abstain
 
       
40,756,914
553,176
153,904
 


 
 

 



SIGNATURE


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.



 
SOUTHWEST GAS CORPORATION
   
   
   
Date: May 11, 2015
 
 
/s/ GREGORY J. PETERSON
 
Gregory J. Peterson
 
Vice President/Controller and
 
Chief Accounting Officer