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EX-99.1 - PRESS RELEASE - SemGroup Corpsemgchairmantransition_pre.htm


 
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 14, 2016
SEMGROUP CORPORATION
(Exact Name of Registrant as Specified in Its Charter)
Delaware
(State or Other Jurisdiction of Incorporation) 


 
 
 
1-34736
 
20-3533152
(Commission File Number)
 
(IRS Employer Identification No.)

Two Warren Place
6120 S. Yale Avenue, Suite 700
Tulsa, OK 74136-4216
(Address of Principal Executive Offices) (Zip Code)
(918) 524-8100
(Registrant’s Telephone Number, Including Area Code)
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):

¨
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 5.02. Results of Operations and Financial Condition.
(b) On December 13, 2016, John F. Chlebowski advised the Board of Directors (the “Board”) of SemGroup Corporation (the “Company”), that he will resign as a director and chairman of the Board of the Company effective December 31, 2016. Mr. Chlebowski’s resignation is not due to a disagreement with Company on any matter relating to the Company’s operations, policies, or practices.

Item 7.01. Regulation FD Disclosure.
On December 14, 2016, the Company issued a press release announcing the resignation of Mr. Chlebowski as a director and chairman of the Board of the Company effective December 31, 2016. A copy of the press release is being furnished and is attached as Exhibit 99.1 hereto and is incorporated into this Item 7.01 by reference. In accordance with General Instruction B.2 of Form 8-K of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), the press release shall not be deemed to be “filed” for purposes of Section 18 of the Exchange Act, or otherwise subject to the liabilities of that section, nor shall such information and such exhibit be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

Item 9.01. Financial Statements and Exhibits.

(d)    Exhibits.

The following exhibit is furnished herewith.


Exhibit No.
Description

99.1
Press Release of SemGroup Corporation dated December 14, 2016.







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.


SEMGROUP CORPORATION


Date: December 14, 2016
By: /s/ William H. Gault        
William H. Gault
Secretary














EXHIBIT INDEX

The following exhibit is furnished herewith.



Exhibit No.
Description

99.1
Press Release of SemGroup Corporation dated December14, 2016.