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): June 2, 2016
Par Pacific Holdings, Inc.
(Exact name of registrant as specified in its charter)
Delaware | 1-36550 | 84-1060803 | ||
(State or other jurisdiction of incorporation) | (Commission File Number) | (I.R.S. Employer Identification No.) | ||
800 Gessner Road, Suite 875 Houston, Texas | 77024 | |
(Address of principal executive offices) | (Zip Code) | |
(713) 969-3293
(Registrant’s telephone number, including area code)
(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):
¨ | 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)) |
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Item 5.07 Submission of Matters to a Vote of Security Holders.
Par Pacific Holdings, Inc., a Delaware corporation (the “Company”), held its 2016 Annual Meeting of Stockholders on June 2, 2016. The following proposals were submitted to the holders of the Company’s common stock for a vote:
1. The election of nine nominees to the Board of Directors;
2. | The ratification of the appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2016; and |
3. | The approval of the Amended and Restated Par Pacific Holdings, Inc. 2012 Long-Term Incentive Plan that, among other things, provides for an increase in the maximum number of shares of the Company’s common stock reserved and available for issuance by 2,400,000 shares (the “Updated LTIP”). |
The results of such votes were as follows:
1. The following votes were cast in the election of six nominees to the Board of Directors:
Name of Nominee | Number of Votes Voted For | Number of Votes Withheld | Number of Broker Non-Votes | |||
Melvyn N. Klein | 29,060,748 | 115,706 | 6,041,584 | |||
Robert S. Silberman | 28,738,784 | 437,670 | 6,041,584 | |||
Curtis V. Anastasio | 29,059,386 | 117,068 | 6,041,584 | |||
Timothy Clossey | 29,059,386 | 117,068 | 6,041,584 | |||
L. Melvin Cooper | 29,059,148 | 117,306 | 6,041,584 | |||
Walter A. Dods, Jr. | 29,071,755 | 104,699 | 6,041,584 | |||
Joseph Israel | 28,740,146 | 436,308 | 6,041,584 | |||
William Monteleone | 28,738,546 | 437,908 | 6,041,584 | |||
William C. Pate | 29,059,386 | 117,068 | 6,041,584 | |||
2. The following votes were cast in the ratification of the appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2016:
Number of Votes Voted For | Number of Votes Voted Against | Number of Votes Abstaining | Number of Broker Non-Votes | |||
35,210,104 | 5,992 | 1,942 | 0 | |||
3. The following votes were cast to approve the Updated LTIP:
Number of Votes Voted For | Number of Votes Voted Against | Number of Votes Abstaining | Number of Broker Non-Votes | |||
28,826,325 | 312,021 | 38,108 | 6,041,584 | |||
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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.
Par Pacific Holdings, Inc. | |||||
Dated: June 2, 2016 | /s/ James Matthew Vaughn | ||||
James Matthew Vaughn Senior Vice President and General Counsel | |||||
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