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 4, 2016

 

CABOT OIL & GAS CORPORATION

(Exact name of registrant as specified in its charter)

 

Delaware

 

1-10447

 

04-3072771

(State or other jurisdiction

 

(Commission File Number)

 

(I.R.S. Employer

of incorporation)

 

 

 

Identification No.)

 

Three Memorial City Plaza

 

 

840 Gessner Road, Suite 1400

 

 

Houston, Texas

 

77024

(Address of principal executive offices)

 

(Zip Code)

 

Registrant’s telephone number, including area code:  (281) 589-4600

 

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):

 

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.

 

At the Annual Meeting of Stockholders of Cabot Oil & Gas Corporation (the “Company”) held on Wednesday, May 4, 2016, the Company’s stockholders considered five proposals, each of which is described in more detail in the Company’s definitive proxy statement, filed with the Securities and Exchange Commission on March 22, 2016.  The certified vote results for each proposal were as stated below.

 

Proposal 1:  The following nominees for directors were elected to serve one-year terms expiring in 2017:

 

Nominee

 

Shares
For

 

Shares
Against

 

Shares
Abstained

 

Broker
Non-Votes

 

Dorothy M. Ables

 

414,872,617

 

463,885

 

99,194

 

14,404,394

 

Rhys J. Best

 

410,436,010

 

4,898,610

 

101,076

 

14,404,394

 

Robert S. Boswell

 

414,888,416

 

493,542

 

53,738

 

14,404,394

 

Dan O. Dinges

 

408,762,710

 

5,957,310

 

715,676

 

14,404,394

 

Robert Kelley

 

412,139,476

 

3,242,925

 

53,295

 

14,404,394

 

W. Matt Ralls

 

410,737,650

 

4,594,825

 

103,221

 

14,404,394

 

 

Proposal 2:       The appointment of PricewaterhouseCoopers LLP as the independent registered public accounting firm for the Company for 2016 was ratified:

 

Shares
For

 

Shares
Against

 

Shares
Abstained

 

Broker
Non-Votes

 

428,161,665

 

1,632,785

 

45,640

 

 

 

Proposal 3:       The non-binding advisory vote on the compensation of the Company’s named executive officers was approved:

 

Shares
For

 

Shares
Against

 

Shares
Abstained

 

Broker Non-
Votes

 

393,239,410

 

22,003,772

 

192,514

 

14,404,394

 

 

Proposal 4:       A stockholder proposal to provide a report on the Company’s political contributions was not approved:

 

Shares
For

 

Shares
Against

 

Shares
Abstained

 

Broker Non-
Votes

 

114,176,179

 

214,561,448

 

86,698,069

 

14,404,394

 

 

Proposal 5:  A stockholder proposal to amend the Company’s “proxy access” bylaw was not approved:

 

Shares
For

 

Shares
Against

 

Shares
Abstained

 

Broker Non-
Votes

 

188,724,456

 

226,421,481

 

289,759

 

14,404,394

 

 

2



 

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.

 

 

CABOT OIL & GAS CORPORATION

 

 

 

 

 

By:

/s/ Deidre L. Shearer

 

 

Deidre L. Shearer

 

 

Corporate Secretary and Managing Counsel

Date: May 9, 2016

 

 

 

3