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 6, 2020

____________________

 

W&T Offshore, Inc.

(Exact name of registrant as specified in its charter)

____________________

     

Texas

1-32414

72-1121985

(State or Other Jurisdiction
of Incorporation)

(Commission
File Number)

(IRS Employer
Identification No.)

     
 

Nine Greenway Plaza, Suite 300
Houston, Texas 77046
(Address of Principal Executive Offices)

 
     

(713) 626-8525

Registrant’s telephone number, including area code

     

NA

(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))

 

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

 

Title of each class

 

Trading Symbol(s)

 

Name of exchange on which registered

Common Stock, par value $0.00001

 

WTI

 

New York Stock Exchange

 

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 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.

 

On May 6, 2020, W&T Offshore, Inc. (the “Company”) held its 2020 Annual Meeting of Shareholders (the “Annual Meeting”) in Houston, Texas.  The proposals voted upon at the Annual Meeting and the final voting results are indicated below.  For additional information on these proposals, please see the Company’s definitive proxy statement filed with the Securities and Exchange Commission on March 26, 2020.

 

Proposal 1:  To elect five directors to hold office until the 2021 Annual Meeting of Shareholders and until their successors are duly elected and qualified.  All nominees were elected by the votes indicated. 

 

Nominee

Voted For

Voted Withheld

Broker Non-Votes

Ms. Virginia Boulet

65,778,454

26,929,396

32,724,866

Mr. Stuart B. Katz

84,167,424

8,540,426

32,724,866

Mr. Tracy W. Krohn

90,813,726

1,894,124

32,724,866

Mr. S. James Nelson, Jr.

72,838,984

19,868,866

32,724,866

Mr. B. Frank Stanley

68,734,166

23,973,684

32,724,866

 

 

Proposal 2: To approve the first amendment to our 2004 Directors Compensation Plan to increase the number of shares of common stock to be issued under awards thereunder. The proposal was approved by the votes indicated. 

 

For

Against

Abstentions

Broker Non-Votes

       

89,344,225

2,956,090

407,535

32,724,866

 

 

Proposal 3: To approve, on an advisory basis, the compensation of our named executive officers. The proposal was approved by the votes indicated. 

 

For

Against

Abstentions

Broker Non-Votes

       

58,458,065

33,786,780

463,005

32,724,866

 

 

 

Proposal 4: To ratify the appointment of Ernst & Young LLP as our independent registered public accountants for the year ended December 31, 2020.  The proposal was approved by the votes indicated. 

 

For

Against

Abstentions

     

121,711,312

2,572,542

1,148,862

 

 

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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.

 

 

W&T OFFSHORE, INC.

 

  (Registrant)  

 

 

 

 

 

 

 

 

Date: May 7, 2020

By:

/s/ Shahid A. Ghauri

 

 

Name:

Shahid A. Ghauri

 

 

Title:

Vice President, General Counsel and Corporate Secretary

 

 

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