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 3, 2018
(Date of earliest event reported)


Commission file number 1-7810
Energen Corporation
(Exact name of registrant as specified in its charter)

Alabama
 
63-0757759
(State or other jurisdiction of incorporation or organization)
 
(I.R.S. Employer Identification No.)
605 Richard Arrington Jr. Boulevard North, Birmingham, Alabama
 
35203-2707
(Address of principal executive offices)
 
(Zip Code)



Registrant’s telephone number, including area code
(205) 326-2700


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:

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))

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 (§240.12b-2 of this chapter).

Emerging growth company o

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. o






ITEM 5.07
Submission of Matters to a Vote of Security Holders
 
 
 
 
The registrant's annual meeting of shareholders on May 3, 2018. There were 97,404,730 shares of common stock eligible to be voted at the Annual Meeting, and 89,158,162 shares were represented in person or by proxy. Shareholders voted on the following proposals:

 
1.
Three nominees for Director were elected for three-year terms expiring 2021 as follows:
 
 
 
 
 
 
 
Jonathan Z. Cohen
For
56,251,518

 
 
 
Against
26,006,389

 
 
 
Abstain
65,160

 
 
 
Broker non-votes
6,835,095

 
 




 
 
 
 
William G. Hargett
For
80,868,118

 
 
 
Against
1,409,818

 
 
 
Abstain
45,131

 
 
 
Broker non-votes
6,835,095

 
 
 
 
 
 
 
Alan A. Kleier
For
80,985,998

 
 
 
Against
1,277,449

 
 
 
Abstain
59,620

 
 
 
Broker non-votes
6,835,095

 
 
 
 
 
 
 
One nominee for Director was elected for a two-year term expiring in 2020.
 
 
 
 
 
 
 
Vincent J. Intrieri
For
55,415,188

 
 
 
Against
26,842,585

 
 
 
Abstain
65,294

 
 
 
Broker non-votes
6,835,095

 
 
 
 
 
 
 
Two nominees for Director were elected for one-year term expiring in 2019.
 
 
 
 
 
 
 
Laurence M. Downes
For
81,034,271

 
 
 
Against
1,226,440

 
 
 
Abstain
62,356

 
 
 
Broker non-votes
6,835,095

 
 
 
 
 
 
 
Lori A. Lancaster
For
81,374,089

 
 
 
Against
889,638

 
 
 
Abstain
59,340

 
 
 
Broker non-votes
6,835,095

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 

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2.
Proposal to ratify PricewaterhouseCoopers LLP as the Company’s independent registered public accountants - approved.
 
 
 
 
 
 
 
 
For
87,869,857

 
 
 
Against
1,191,568

 
 
 
Abstain
96,737

 
 
 
Broker non-votes
0

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
3.
Advisory vote on executive compensation - approved
 
 
 
 
 
 
 
 
 
 
For
78,928,503

 
 
 
Against
3,229,284

 
 
 
Abstain
165,280

 
 
 
Broker non-votes
6,835,095

 
 
 
 
 




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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 thereunto duly authorized.

ENERGEN CORPORATION
(Registrant)



May 4, 2018
 
By /s/ John K. Molen
 
 
John K. Molen
 
 
Vice President, General Counsel and Secretary of Energen Corporation


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