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 1, 2018

TIDEWATER INC.

(Exact name of registrant as specified in its charter)

(713) 470-5300

(Registrant's telephone number, including area code)

N/A

(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))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2). 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 accounting standards provided pursuant to Section 13(a) of the Exchange Act. [ ]

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{N3486509.2}

Tidewater Inc. (the “Company”) held its 2018 annual meeting of stockholders (the “Annual Meeting”) on May 1, 2018 in Houston, Texas.  As of March 9, 2018, the record date for the meeting, the Company had 23,730,623 shares of common stock outstanding.  Of that number, 16,247,872 shares were represented in person or by proxy at the Annual Meeting.  The Company’s stockholders voted on the following four proposals at the Annual Meeting, casting their votes as described below.  

Proposal 1:  Election of Seven Directors

Each of the individuals listed below was elected at the Annual Meeting to serve a one-year term on the Company’s Board of Directors.

Proposal 2:  Advisory Say-on-Pay Vote

Proposal 2 was an advisory vote on executive compensation as disclosed in the proxy materials for the Annual Meeting.  This advisory vote was approved.  

Proposal 3: Advisory Say-on-Frequency Vote

Proposal 3 was an advisory vote on the frequency to vote on executive compensation as disclosed in the proxy materials for the Annual Meeting.  This advisory vote on the frequency of annual vote on executive compensation was approved.  

Proposal 4: Ratification of the Appointment of Auditors

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Proposal 4 was a proposal to ratify the appointment of Deloitte & Touche, LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2018.  This proposal was approved.

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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 3, 2018

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