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 18, 2020

 

Battalion Oil Corporation

(Exact name of registrant as specified in its charter)

 

Delaware   001-35467   20-0700684
(State or other jurisdiction
of incorporation)
  (Commission File Number)   (IRS Employer
Identification No.)

 

1000 Louisiana St., Suite 6600
Houston, Texas
 

 

77002

(Address of principal executive offices)   (Zip Code)

 

Registrant’s telephone number, including area code: (832) 538-0300

 

 

(Former name or former address, if changed since last report)

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class   Trading Symbol   Name of each exchange on which registered
Common Stock, par value $0.0001   BATL   NYSE American

 

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):

 

¨    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 5.07Submission of Matters to a Vote of Security Holders.

 

Battalion Oil Corporation (the “Company”) held its annual meeting of stockholders on May 18, 2020 and the Company’s stockholders voted on four proposals.

 

The first proposal was the election of four individuals to serve as Group I directors of the Company until the 2021 annual meeting of stockholders, and until their successors are elected and qualified or until their earlier death, resignation or removal. The election of the four directors was approved as follows:

 

Proposal 1 —            
Nominees for Directors  Votes For   Withheld   Broker Non-Votes 
Scott H. Germann   13,946,026    629,944    682,689 
Gregory S. Hinds   13,946,029    629,941    682,689 
Richard H. Little   14,564,820    11,150    682,689 
William L. Transier   13,942,266    633,704    682,689 

 

The Company’s board of directors after the meeting include Jonathan D. Barrett, David Chang, Scott H. Germann, Gregory S. Hinds, Allen Li, Richard H. Little and William L. Transier.

 

The second proposal was the approval, on a non-binding, advisory basis, of the compensation of the Company’s named executive officers. The compensation of the Company’s named executive officers was approved as follows:

 

           Broker Non-     
Proposal 2  Votes For   Votes Against   Votes   Abstentions 
Advisory vote on executive compensation   14,460,336    11,119    682,689    104,515 

 

The third proposal was a non-binding advisory vote on the stockholders’ preference as to how frequently the Company should seek future advisory votes on the compensation of the Company’s named executive officers. The frequency on which the Company should seek future advisory votes on the compensation of the Company’s named executive officers was approved as follows:

 

Proposal 3  1 Year   2 Years   3 Years   Abstentions 
Frequency of advisory vote on executive compensation   14,336,203    1,038    135,860    102,869 

 

Based upon the results of the stockholder vote on Proposal 3, the Company intends to submit to its stockholders a non-binding advisory vote on executive compensation at its annual meeting every year until the next advisory vote on the frequency of stockholder voting on executive compensation.

 

The fourth proposal was the ratification of the appointment of Deloitte & Touche LLP, an independent registered public accounting firm, as the Company’s independent registered public accountants for the fiscal year ending December 31, 2020. The ratification of the appointment of Deloitte & Touche LLP was approved as follows:

 

Proposal 4  Votes For   Votes Against   Abstentions 
Ratification of Deloitte & Touche LLP   8,388,207    5,391,694    1,478,758 

 

 

 

 

SIGNATURE

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

  Battalion Oil Corporation
     
     
May 22, 2020 By: /s/ Richard H. Little
  Name: Richard H. Little
  Title: Chief Executive Officer