UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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 23, 2011
Diamond Offshore Drilling, Inc.
 
(Exact Name of Registrant as Specified in Charter)
         
Delaware   1-13926   76-0321760
 
(State or Other Jurisdiction
of Incorporation)
  (Commission File Number)   (IRS Employer
Identification No.)
15415 Katy Freeway
Houston, Texas 77094
 
(Address of Principal Executive Offices and Zip Code)
Registrant’s telephone number, including area code: (281) 492-5300
Not Applicable
 
(Former name or former address, if changed since last report)
     Check the appropriate line 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 5.07. Submission of Matters to a Vote of Security Holders
     Diamond Offshore Drilling, Inc. (the “Company”) held its Annual Meeting of Stockholders (“Annual Meeting”) on May 23, 2011 in New York, New York. At the Annual Meeting, the holders of 125,037,555 shares of common stock out of 139,027,039 shares entitled to vote as of the record date were represented in person or by proxy, constituting a quorum. The following matters were voted on and adopted by the margins indicated:
     1. To elect nine directors to serve until the Company’s 2012 annual meeting of stockholders. The number of votes for, against and abstained and all shares as to which brokers indicated that they did not have the authority to vote (“Broker Non-Votes”) with respect to each director were as follows:
                                 
    Number of Shares
    For   Against   Abstain   Broker Non-Votes
James S. Tisch
    99,325,526       13,365,131       902,885       11,444,013  
Lawrence R. Dickerson
    102,209,670       10,479,940       903,932       11,444,013  
John R. Bolton
    111,737,864       880,429       975,249       11,444,013  
Charles L. Fabrikant
    110,095,148       2,524,640       973,754       11,444,013  
Paul G. Gaffney II
    111,840,759       777,907       974,876       11,444,013  
Edward Grebow
    111,834,283       784,337       974,922       11,444,013  
Herbert C. Hofmann
    101,795,809       10,892,200       905,533       11,444,013  
Andrew H. Tisch
    101,793,846       10,895,931       903,765       11,444,013  
Raymond S. Troubh
    111,573,497       1,115,919       904,126       11,444,013  
     2. To ratify the appointment of Deloitte & Touche LLP as the Company’s independent auditors for fiscal year 2011:
         
For
    124,207,407  
Against
    781,123  
Abstain
    49,025  
Broker Non-Votes
    0  
     3. To approve, by non-binding vote, executive compensation:
         
For
    111,735,822  
Against
    798,964  
Abstain
    1,058,756  
Broker Non-Votes
    11,444,013  

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     4. To recommend, by non-binding vote, the frequency of future stockholder advisory votes on executive compensation:
         
One Year
    104,486,664  
Two Years
    198,697  
Three Years
    7,861,888  
Abstain
    1,046,293  
     In light of the vote of the stockholders on the frequency of future stockholder advisory votes on executive compensation as reported above, the Company’s Board of Directors has determined that an advisory vote to approve the compensation of the named executive officers of the Company will be conducted every year, until the next stockholder advisory vote on the frequency of the advisory vote to approve the compensation of the named executive officers of the Company.

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SIGNATURES
     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 hereunto duly authorized.
         
  DIAMOND OFFSHORE DRILLING, INC.
 
 
  By:   /s/ William C. Long    
    William C. Long   
    Senior Vice President, General Counsel and Secretary   
 
Dated: May 26, 2011

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