- Current report filing (8-K)
June 08 2012 - 2:32PM
Edgar (US Regulatory)
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):
June 7, 2012
Petroleum Development Corporation
(Doing Business as PDC Energy)
(Exact name of registrant as specified in its charter)
|
|
|
|
|
Nevada
|
|
0-7246
|
|
95-2636730
|
(State or other jurisdiction
of incorporation or organization)
|
|
(Commission
File Number)
|
|
(I.R.S. Employer
Identification Number)
|
|
|
1775 Sherman Street, Suite 3000
Denver, CO
|
|
80203
|
(Address of principal executive offices)
|
|
(Zip Code)
|
Registrants telephone number, including area code: 303-860-5800
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:
¨
|
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 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year
As discussed in Item 5.07 below, at the Companys annual meeting of stockholders held on June 7, 2012, the stockholders approved a
change of the Companys legal name from Petroleum Development Corporation to PDC Energy, Inc. The name change is reflected in the Companys Third Amended and Restated Articles of Incorporation and its revised Bylaws, and the effective
date of those documents is expected to be on or about June 13, 2012. No changes are being made to the Articles of Incorporation or Bylaws other than to reflect the name change.
Item 5.07 Submission of Matters to a Vote of Security Holders.
Petroleum Development Corporation (dba PDC Energy) (the Company) held its annual meeting of stockholders on Thursday,
June 7, 2012, at 11:30 a.m. Mountain Time at the Denver Financial Center, Lobby Conference Room, 1775 Sherman Street, Denver, Colorado. Holders of an aggregate of 23,652,262 shares of the Companys common stock at the close of
business on April 10, 2012, were entitled to vote at the meeting, of which 21,457,136, or approximately 90.72%, of the eligible voting shares, were represented in person or by proxy at the annual meeting.
The certified results of the matters voted upon at the annual meeting, which are more fully described in the Companys proxy
statement, are as follows:
|
|
|
PROPOSAL # 1 Election of Class II Directors
|
|
|
Anthony J. Crisafio
|
|
For: 17,115,033
Withheld:
2,622,322
Non Votes:1,719,781
|
|
|
Kimberly Luff Wakim
|
|
For: 17,116,354
Withheld:
2,621,001
Non Votes: 1,719,781
|
|
PROPOSAL # 2 Advisory Vote Regarding Compensation of the Companys Named Executive
Officers
|
Say on Pay
|
|
For: 17,494,922
Against:
2,000,286
Abstain: 242,147
Non Votes:
1,719,781
|
|
PROPOSAL # 3 To Approve an Amendment to the Companys Second Amended and Restated Articles of
Incorporation
to Change the Name of the Company to PDC Energy, Inc.
|
Amended Articles of Incorporation
|
|
For: 19,669,342
Against:
65,605
Abstain: 2,408
Non Votes:
1,719,781
|
|
PROPOSAL # 4 To Ratify the Selection of PricewaterhouseCoopers LLP as the Independent
Registered Public
Accounting Firm for the Company for the Year Ending
December 31, 2012
|
PricewaterhouseCoopers LLP
|
|
For: 21,268,442
Against:
187,293
Abstain: 1,401
Non Votes:
0
|
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: June 8, 2012
PETROLEUM
DEVELOPMENT CORPORATION
|
By: /s/ Daniel W. Amidon
|
|
Daniel W. Amidon
|
General Counsel and Secretary
|
Pdc Energy, Inc. (MM) (NASDAQ:PETD)
Historical Stock Chart
From May 2024 to Jun 2024
Pdc Energy, Inc. (MM) (NASDAQ:PETD)
Historical Stock Chart
From Jun 2023 to Jun 2024