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EX-10.1 - EXHIBIT 10.1 - SILVERBOW RESOURCES, INC.ca01348amddno2to2ndamdandr.htm




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 (or Date of Earliest Event Reported): May 19, 2015


SWIFT ENERGY COMPANY
(Exact name of Registrant as specified in its charter)

Texas
1-8754
20-3940661
(State or other jurisdiction
of incorporation)
(Commission File Number)
(IRS Employer
Identification No.)

17001 Northchase Drive, Suite 100
Houston, Texas 77060
(Address of principal executive offices)

(281) 874-2700
(Registrant’s telephone number)

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):

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 5.02.
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
At the May 19, 2015, annual meeting of shareholders, shareholders of Swift Energy Company (“Swift Energy” or the “Company”) approved amending the Second Amended and Restated Swift Energy Company 2005 Stock Compensation Plan to increase the number of shares of the Company’s common stock available for award by 1,000,000 shares and to increase annual award limits under Internal Revenue Code Section 162(m). A copy of the amendment is filed as Exhibit 10.1 hereto.

Item 5.07
Submission of Matters to a Vote of Security Holders
The Company’s annual meeting of shareholders was held on May 19, 2015. At the record date, 44,486,113 shares of common stock were outstanding and entitled to one vote per share upon all matters submitted at the meeting. At the annual meeting, Clyde W. Smith, Jr., Terry E. Swift and Charles J. Swindells were elected to serve as Class I directors of Swift Energy for three-year terms to expire at the 2018 annual meeting of shareholders, and Mr. William A. Bruckmann III was elected to serve as a Class III director for a two-year term to expire at the 2017 annual meeting of shareholders. These directors were elected by the following votes:
Nominees for Class I Director
 
For
 
Withheld
Clyde W. Smith, Jr.
 
17,863,406
 
1,428,000
Terry E. Swift
 
17,725,688
 
1,565,718
Charles J. Swindells
 
17,905,205
 
1,386,201

Nominee for Class III Director
 
For
 
Withheld
William A. Bruckmann III
 
18,404,863
 
886,543


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The following proposals were also approved at the annual meeting:
Proposal
 
For
 
Against
 
Abstain
 
Broker
Non-Vote
To amend the Second Amended and Restated Swift Energy Company 2005 Stock Compensation Plan (“2005 Plan”) to increase the number of shares of common stock available for issuance under the 2005 Plan and to increase annual award limits under Internal Revenue Code Section 162(m).
 
17,188,944
 
1,765,666
 
51,978
 
14,746,013
To conduct a nonbinding advisory vote to approve the compensation of the Company’s named executive officers as presented in the proxy statement.
 
17,380,666
 
1,515,993
 
109,929
 
14,746,013
To ratify the selection of Ernst & Young LLP as the Company’s independent auditor for the fiscal year ending December 31, 2015.
 
32,765,622
 
920,648
 
66,331
 
0


Item 9.01
Financial Statements and Exhibits
(d)    Exhibits
Exhibit
Number
 
Description
10.1
 
Amendment No. 2 to the Second Amended and Restated Swift Energy Company 2005 Stock Compensation Plan

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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: May 20, 2015

 
 
 
Swift Energy Company
 
 
 
 
By:
/s/ Terry E. Swift
 
 
 
 
 
Terry E. Swift
Chief Executive Officer and President


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EXHIBIT INDEX

Exhibit
Number
 
Description
10.1
 
Amendment No. 2 to the Second Amended and Restated Swift Energy Company 2005 Stock Compensation Plan


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