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 3, 2016
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 2016 annual meeting of shareholders on February 3, 2016, of the 102,051,257 total shares of common stock outstanding and entitled to vote, a total of 92,661,281 shares were represented, constituting a 90.8% 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 2017 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
74,758,953
668,912

193,655

17,039,761
Kim R. Cocklin
75,051,072
390,241

180,207

17,039,761
Richard W. Douglas
74,893,155
530,313

198,052

17,039,761
Ruben E. Esquivel
74,529,980
891,599

199,941

17,039,761
Richard K. Gordon
74,771,739
656,859

192,922

17,039,761
Robert C. Grable
74,632,926
788,331

200,263

17,039,761
Michael E. Haefner
74,806,239
615,567

199,714

17,039,761
Thomas C. Meredith
74,673,564
744,194

203,762

17,039,761
Nancy K. Quinn
74,843,960
587,253

190,307

17,039,761
Richard A. Sampson
74,649,937
772,435

199,148

17,039,761
Stephen R. Springer
74,810,606
617,566

193,348

17,039,761
Richard Ware II
67,789,104
7,626,980

205,436

17,039,761


Proposal No. 2:  Our shareholders approved an amendment to our 1998 Long-Term Incentive Plan to provide for an increase of 2,500,000 shares in the number of shares of common stock reserved for issuance under the plan and an extension of the term of the plan for an additional five years, with the vote totals as set forth in the table below:

For
Against
Abstain
Broker Non-Votes
66,594,911
8,271,752
754,856
17,039,762

Proposal No. 3:  Our shareholders approved an amendment to our Annual Incentive Plan for Management to provide for an extension of the term of the plan for an additional five years, with the vote totals as set forth in the table below:

For
Against
Abstain
Broker Non-Votes
73,524,713
1,299,805
797,001
17,039,762

Proposal No. 4:  The appointment of Ernst & Young LLP as the company’s independent registered public accounting firm for fiscal 2016 was ratified by our shareholders, with the vote totals as set forth in the table below:

For
Against
Abstain
Broker Non-Votes
91,761,775
596,089
303,417
-0-





Proposal No. 5:  Our shareholders approved, on an advisory (non-binding) basis, the compensation of our named executive officers for fiscal 2015, with the vote totals as set forth in the table below:

For
Against
Abstain
Broker Non-Votes
72,532,190
2,745,526
343,803
17,039,762

Proposal No. 6:  Our shareholders approved, on an advisory (non-binding) basis, the holding of an advisory (non-binding) vote on executive compensation on an annual basis, with the vote totals as set forth in the table below:  
 
1 Year
2 Years
3 Years
Abstain
67,409,034
221,345
7,549,648
441,492


Item 8.01.  Other Events.

On February 3, 2016, the independent directors of the company’s board designated director Richard K. Gordon, chair of the Human Resources 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 5, 2016
 
 
 
By:
/s/ LOUIS P. GREGORY
 
 
 
 
 
Louis P. Gregory
 
 
 
 
 
Senior Vice President, General Counsel
 
 
 
 
 
and Corporate Secretary