ATO 2015.02.06 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

February 4, 2015
Date of Report (Date of earliest event reported)

ATMOS ENERGY CORPORATION
(Exact Name of Registrant as Specified in its Charter)


 
 
 
 
 
TEXAS AND VIRGINIA
 
1-10042
 
75-1743247
(State or Other Jurisdiction
of Incorporation)
 
(Commission
File Number)
 
(I.R.S. Employer
Identification No.)
 
 
 
 
1800 THREE LINCOLN CENTRE,
 
 
5430 LBJ FREEWAY, DALLAS, TEXAS
 
75240
(Address of Principal Executive Offices)
 
(Zip Code)


(972) 934-9227
(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:
¨
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.
 
          At the company’s 2015 annual meeting of shareholders on February 4, 2015, of the 100,802,942 total shares of common stock outstanding and entitled to vote, a total of 91,213,448 shares were represented, constituting a 90.5% quorum.  The final results for each of the matters submitted to a vote of our shareholders at the annual meeting are as follows:

Proposal No. 1:   All of the board’s nominees for director were elected by our shareholders to serve until the company’s 2016 annual meeting of shareholders or until their respective successors are elected and qualified, with the vote totals as set forth in the table below:

        Nominee
          For
Against

Abstain

Broker Non-Votes
Robert W. Best
75,914,090

807,476

112,922

14,378,960
Kim R. Cocklin
76,210,168

517,234

107,086

14,378,960
Richard W. Douglas
76,357,702

355,781

121,005

14,378,960
Ruben E. Esquivel
76,395,486

317,539

121,463

14,378,960
Richard K. Gordon
76,143,917

569,395

121,176

14,378,960
Robert C. Grable
76,445,434

266,035

123,019

14,378,960
Thomas C. Meredith
75,858,949

852,414

123,125

14,378,960
Nancy K. Quinn
76,266,378

455,156

112,954

14,378,960
Richard A. Sampson
76,433,521

280,649

120,318

14,378,960
Stephen R. Springer
76,077,615

640,292

116,581

14,378,960
Richard Ware II
69,961,659

6,758,429

114,400

14,378,960


Proposal No. 2:  The appointment of Ernst & Young LLP as the company’s independent registered public accounting firm for fiscal 2015 was ratified by our shareholders, with the vote totals as set forth in the table below:

For
Against
Abstain
Broker Non-Votes
88,909,273
2,091,953
212,222
-0-

Proposal No. 3:  Our shareholders approved, on an advisory (non-binding) basis, the compensation of our named executive officers for fiscal 2014, with the vote totals as set forth in the table below:  
 
For
Against
Abstain
Broker Non-Votes
72,420,421
4,087,917
326,150
14,378,960


Item 8.01.  Other Events.

On February 4, 2015, the independent directors of the company’s board designated director Nancy K. Quinn, chair of the Audit Committee, as Lead Director.










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.

 
 
 
 
 
 
 
 
 
 
ATMOS ENERGY CORPORATION
 
 
 
 
(Registrant)
 
 
 
 
DATE: February 6, 2015
 
 
 
By:
/s/ LOUIS P. GREGORY
 
 
 
 
 
Louis P. Gregory
 
 
 
 
 
Senior Vice President, General Counsel
 
 
 
 
 
and Corporate Secretary