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 21, 2013

 

 

Goodrich Petroleum Corporation

(Exact name of registrant as specified in its charter)

 

 

 

Delaware   001-12719   76-0466193

(State or other Jurisdiction

of Incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification Number)

 

801 Louisiana, Suite 700

Houston, Texas

  77002
(Address of Principal Executive Offices)   (Zip Code)

Registrant’s telephone number, including area code: (713) 780-9494

N/A

(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

Goodrich Petroleum Corporation (the “Company”) held its Annual Meeting of Stockholders (the “Annual Meeting”) on May 21, 2013. At the meeting, the Company’s stockholders were requested to: (1) elect four Class III directors to serve on the Company’s board of directors for a term of office expiring at the Company’s 2016 Annual Meeting of Stockholders, (2) ratify the selection of Ernst & Young LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2013, and (3) approve, on an advisory basis, the compensation of the Company’s named executive officers. Each of these items is more fully described in the Company’s proxy statement filed on April 15, 2013.

The certified results of the matters voted upon at the Annual Meeting are as follows:

Proposal No. 1 — Election of Class III Directors : The election of each Class III director was approved as follows:

 

Nominee

   For      Withheld  

Walter G. Goodrich

     29,149,279         616,915   

Robert C. Turnham, Jr.

     28,786,189         980,005   

Stephen M. Straty

     29,261,494         504,700   

Arthur A. Seeligson

     28,370,191         1,396,003   

Proposal No. 2 — Ratification of the Selection of Ernst & Young LLP : The ratification of the selection of Ernst & Young LLP was approved as follows:

 

For  

Against

 

Abstain

34,180,126

  189,452   15,273

Proposal No. 3 — Approval, on an Advisory Basis, of the Compensation of the Company’s Named Executive Officers : The compensation of the Company’s named executive officers was approved on an advisory basis as follows:

 

For  

Against

 

Abstain

18,591,652

  10,177,689   996,852


SIGNATURES

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.

 

    GOODRICH PETROLEUM CORPORATION
Date: May 23, 2013     By:   /s/ Michael J. Killelea
      Michael J. Killelea
      Senior Vice President, General Counsel and Corporate Secretary