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): December 5, 2014
AMERICAN EAGLE ENERGY CORPORATION
(Exact name of registrant as specified in its charter)
| Nevada | 000-50906 | 20-0237026 |
| (State or other jurisdiction of incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
|
2549 W. Main Street, Suite 202, Littleton, Colorado 80120 | |||
| (Address of principal executive offices) (Zip Code) |
Registrant’s telephone number, including area code: (303) 798-5235
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)) |
Section 5 – Corporate Governance and Management
Item 5.07. Submission of Matters to a Vote of Security Holders.
On December 5, 2014, American Eagle Energy Corporation (the “Company”, “we”, “our”, or “us”) held its Annual Meeting of Stockholders (the “Meeting”). A total of 30,448,714 shares of our common stock, $0.001 par value per share (the “Common Stock”) were issued and outstanding as of the record date of the Meeting, October 20, 2014, and a total of 26,152,314 shares of Common Stock were present in person or represented by proxy and entitled to vote at the Meeting, constituting a quorum. The following proposals were voted on at the Meeting, as described in greater detail in our Definitive Schedule 14A Proxy Statement filed with the Securities and Exchange Commission on November 5, 2014:
Proposal 1 – Election of Directors. Our stockholders duly elected Richard Findley, Bradley M. Colby, John Anderson, Paul E. Rumler, James N. Whyte, and Bruce Poignant by a plurality of the voting power of Common Stock present in person or represented by proxy at the Meeting and entitled to vote. The results of the voting were as follows:
| For | Against | Abstain | Broker Non-Votes | |
| 1) Richard Findley | 11,378,113 | 2,222,730 | 1,977,926 | 10,573,545 |
| 2) Bradley M. Colby | 11,354,699 | 2,246,144 | 1,977,926 | 10,573,545 |
| 3) John Anderson | 11,048,304 | 2,552,539 | 1,977,926 | 10,573,545 |
| 4) Paul E. Rumler | 7,201,406 | 6,399,437 | 1,977,926 | 10,573,545 |
| 5) James N. Whyte | 13,460,032 | 140,811 | 1,977,926 | 10,573,545 |
| 6) Bruce Poignant | 12,883,453 | 717,390 | 1,977,926 | 10,573,545 |
Proposal 2 – Ratification of Independent Registered Public Accounting Firm. Our stockholders ratified the selection of Hein & Associates LLP as our independent registered public accountants for the fiscal year ending December 31, 2014. The results of the voting were as follows:
| For | Against | Abstain | Broker Non-Votes | |
| 25,933,400 | 179,204 | 39,710 | 0 |
Proposal 3 – Approval of the Company’s 2013 Equity Incentive Plan. Our stockholders approved our 2013 Equity Incentive Plan. The results of the voting were as follows:
| For | Against | Abstain | Broker Non-Votes | |
| 11,429,670 | 4,113,113 | 35,986 | 10,573,545 |
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.
| Date: December 11, 2014 | AMERICAN EAGLE ENERGY CORPORATION | |
| By: | /s/ Bradley M. Colby | |
| Bradley M. Colby | ||
| President and Chief Executive Officer | ||