8-K Front Annual Meeting 2017

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 10, 2017







MURPHY OIL CORPORATION

(Exact name of registrant as specified in its charter)









 

 

 

 

 



 

 

 

 

 

Delaware

 

1-8590

 

 

71-0361522

(State or other jurisdiction of incorporation)

 

(Commission File Number)

 

 

(I.R.S. Employer Identification No.)



 

 

 

 

 



 

 

 

 

 







 

300 Peach Street

 

P.O. Box 7000, El Dorado, Arkansas

71730-7000

(Address of principal executive offices)

(Zip Code)







Registrant’s telephone number, including area code 870-862-6411







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 (see General Instruction A.2. below):



 

[  ]

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))



Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company [  ]



If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.    [  ]



 


 



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



The following information is furnished pursuant to Item 5.07, “Submission of Matters to a Vote of Security Holders.”



On May 10, 2017, Murphy Oil Corporation held its annual meeting of stockholders.  The results of voting related to matters brought before stockholders are shown below. 



Proposal 1 – Election of Directors

The directors proposed by management were elected with a tabulation of votes to the nearest share as shown below.







 

 

 

 

 

 

 



 

 

 

 

 

 

 



 

 

 

 

 

 

Broker



For

 

Against

 

Abstain

 

Non-Votes

T. Jay Collins

145,143,415 

 

913,923 

 

276,280 

 

13,717,793 

Steven A. Cossé

144,912,144 

 

1,151,323 

 

270,151 

 

13,717,793 

Claiborne P. Deming

144,834,164 

 

1,297,013 

 

202,441 

 

13,717,793 

Lawrence R. Dickerson

145,152,671 

 

911,461 

 

269,486 

 

13,717,793 

Roger W. Jenkins

144,997,024 

 

1,075,930 

 

260,664 

 

13,717,793 

Elisabeth W. Keller

145,303,600 

 

825,537 

 

204,481 

 

13,717,793 

James V. Kelley

144,216,056 

 

1,855,668 

 

261,894 

 

13,717,793 

Walentin Mirosh

145,177,451 

 

893,598 

 

262,569 

 

13,717,793 

R. Madison Murphy

143,561,663 

 

2,581,535 

 

190,420 

 

13,717,793 

Jeffrey W. Nolan

145,226,750 

 

909,522 

 

197,346 

 

13,717,793 

Neal E. Schmale

144,288,862 

 

1,782,940 

 

261,816 

 

13,717,793 

Laura A. Sugg

145,121,769 

 

946,712 

 

265,137 

 

13,717,793 



 

 

 

 

 

 

 

Proposal 2 – Advisory Vote to Approve Executive
Compensation

142,373,225 

 

3,587,728 

 

372,665 

 

13,717,793 

Regarding an advisory vote on executive compensation, stockholders approved by vote the compensation of the Company’s named executive officers as shown.

 

 

 

 

 

 

 

Proposal 3 – Advisory Vote to Approve the Frequency of an Advisory Vote on Executive Compensation

 

 

 

 

 

 

 

Regarding an advisory vote by stockholders on the frequency of an advisory vote on executive compensation, 139,084,064 shares were voted in favor of an annual vote, 181,313 shares were voted in favor of a vote each two years, 6,731,559 shares were voted in favor of a vote each three years and 336,682 shares abstained.

 

 

 

 

 

 

 

Proposal 4 – Approval of the Proposed 2012 Long-Term Incentive Plan Performance Metrics

142,499,634 

 

3,508,535 

 

325,449 

 

13,717,793 

Regarding a vote to adopt the 2012 Long-Term Incentive Plan (2012 LTIP) performance metrics, stockholders approved by vote the proposed 2012 LTIP performance metrics.

 

 

 

 

 

 

 

Proposal 5 – Approval of Appointment of Independent Registered Public Accounting Firm

157,310,691 

 

2,244,334 

 

496,386 

 

 

The earlier appointment by the Audit Committee of the Board of Directors of KPMG LLP as the Company’s independent registered public accounting firm for 2017 was approved by the vote of stockholders as shown.

 

 

 

 

 

 

 




 

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.





 

 

 

MURPHY OIL CORPORATION



 

 

 

By:

/s/  Keith Caldwell

 



Keith Caldwell

 



Senior Vice President and Controller







Date:  May 11, 2017