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

May  11, 2017

(Date of earliest event reported)



SupportingDocument:dc6728240e6c47109999ce53ad84af26

Callon Petroleum Company

(Exact name of registrant as specified in its charter)





 

 

Delaware

001-14039

64-0844345

(State or other jurisdiction of incorporation or organization)

(Commission File Number)

(I.R.S. Employer Identification Number)



200 North Canal St.

Natchez, Mississippi  39120

(Address of principal executive offices, including zip code)



(601) 442-1601

(Registrant's telephone number, including area code)



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))



Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).



Emerging growth company



If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.

 


 

 

Item 5.07 Submission of Matters to a Vote of Security Holders



Callon Petroleum Company (the “Company”) held its 2017 Annual Meeting of Shareholders (the “Annual Meeting”) on May 11, 2017. At the Annual Meeting, shareholders:



(a)

Elected three  (3) Class II directors to hold office until the 2020 annual meeting of shareholders (Proposal #1);

(b)

Approved, in an advisory (non-binding) vote, the Company's executive compensation (Proposal #2);

(c)

Approved, in an advisory (non-binding) vote, the frequency of future advisory votes on the Company's executive compensation, establishing the frequency at one year intervals (Proposal #3); and

(d)

Ratified the appointment of Grant Thornton LLP as the Company's independent registered public accounting firm for the year ending December 31, 2017 (Proposal #4).



For additional information on these proposals, please see the Company’s definitive proxy statement filed with the Securities and Exchange Commission on March 29, 2017. 



Proposal 1 – Election of Class II Directors.







 

 

 

 

 

 

Nominee

 

Votes Cast For

 

Votes Withheld

 

Broker Non-Votes

Anthony J. Nocchiero

 

160,986,294 

 

10,616,965 

 

8,275,676 

Matthew R. Bob

 

167,318,837 

 

4,284,422 

 

8,275,676 

James M. Trimble

 

168,197,315 

 

3,405,944 

 

8,275,676 





Proposal 2 – Approval, in an advisory (non-binding) vote, of the Company’s Executive Compensation.







 

 

 

 

 

 

 

Votes Cast For

 

Votes Cast Against

 

Votes Abstained

 

Broker Non-Votes

 

164,374,077 

 

5,848,121 

 

1,380,560 

 

8,275,676 

 





Proposal 3 – Approval, in an advisory (non-binding) vote, of the frequency of future advisory votes on the Company’s Executive Compensation, establishing the frequency at one year intervals.







 

 

 

 

 

 

Votes Cast for

 

Votes Cast for

 

Votes Cast for

 

 

One Year

 

Two Years

 

Three Years

 

Votes Abstained

162,447,352 

 

29,078 

 

8,698,254 

 

426,467 





Proposal 4 – Ratification of Appointment of Grant Thornton LLP as the Company’s Independent Registered Public Accounting Firm for the Year Ending December 31, 2017.







 

 

 

 

 

 

Votes Cast For

 

Votes Cast Against

 

Votes Abstained

 

Broker Non-Votes

179,389,074 

 

79,055 

 

410,806 

 

 -





 


 

 

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.









 

 

 



 

Callon Petroleum Company

 



 

(Registrant)

 



 

 

 

May 15, 2017

 

By:  /s/ Joseph C. Gatto, Jr.

 



 

Joseph C. Gatto, Jr.

 



 

President and Chief Financial Officer