APACHE CORPORATION (NYSE:APA) Files An 8-K Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year
Item5.03. Amendments to Articles of Incorporation or Bylaws;
Change in Fiscal Year.
On May11, 2017, the board of directors (the Board) of Apache
Corporation (Apache) amended Apaches Bylaws (the Bylaws),
effective immediately, to provide that the Board shall annually
elect the chief executive officer, president, one or more
executive vice presidents, each other executive officer for
purposes of Section16 of the Securities Exchange Act of 1934, as
amended, secretary, controller, treasurer and head of internal
audit and to make other non-substantive language and conforming
changes and other technical edits.
The foregoing description of the amendments to the Bylaws does
not purport to be complete and is qualified in its entirety by
reference to the Bylaws, as amended, a copy of which is filed
herewith as Exhibit 3.1 and incorporated herein by reference.
Item5.07 Submission of Matters to a Vote of Security
Holders.
At the annual meeting of stockholders of Apache held on May11,
2017, there were 380,434,058 shares of Apache common stock, par
value $0.625 per share, eligible to vote, of which 348,289,350
shares, or 91.55 percent, were voted.
The matters voted upon, the number of votes cast for or against,
as well as the number of abstentions and broker non-votes as to
such matters, were as stated below:
|
The following nominees for directors were elected to serve one-year terms expiring at the 2018 annual meeting of stockholders, by the majority of shares voted, excluding abstentions: |
|
Nominee |
For | Against | Abstentions | Broker Non- Votes | ||||||||||||
|
Annell R. Bay |
312,285,055 | 2,716,684 | 614,658 | 32,672,953 | ||||||||||||
|
John J. Christmann IV |
312,669,669 | 2,464,223 | 482,505 | 32,672,953 | ||||||||||||
|
Chansoo Joung |
312,293,536 | 2,705,709 | 617,152 | 32,672,953 | ||||||||||||
|
William C. Montgomery |
311,641,653 | 3,357,126 | 617,618 | 32,672,953 | ||||||||||||
|
Amy H. Nelson |
312,103,930 | 2,903,287 | 609,180 | 32,672,953 | ||||||||||||
|
Daniel W. Rabun |
312,817,561 | 2,182,159 | 616,677 | 32,672,953 | ||||||||||||
|
Peter A. Ragauss |
312,717,526 | 2,269,952 | 628,919 | 32,672,953 |
|
The appointment of Ernst Young LLP as Apaches independent auditors for fiscal year 2017 was ratified by the majority of shares voted, including abstentions: |
|
For |
Against | Abstentions | BrokerNon-Votes | |||||||||
| 345,035,395 | 2,653,909 | 600,046 |
|
In a non-binding advisory vote to approve the compensation of Apaches named executive officers as disclosed in Apaches 2017 proxy statement (commonly known as say on pay), the compensation of Apaches named executive officers was approved by the majority of shares voted, including abstentions: |
|
For |
Against | Abstentions | BrokerNon-Votes | |||||||||
| 301,533,942 | 13,309,702 | 769,157 | 32,676,549 |
|
The frequency of one year for future non-binding advisory votes to approve the compensation of Apaches named executive officers (commonly known as say when on pay) was approved by a plurality of shares voted, including abstentions: |
|
1 Year |
2 Years | 3 Years | Abstentions | Broker Non- Votes | ||||||||||||
| 294,874,319 | 707,229 | 19,502,237 | 532,116 | 32,673,449 |
After the annual meeting, the Board considered the outcome of
this vote and determined that Apache will hold future non-binding
advisory votes to approve the compensation of Apaches named
executive officers every year until the Board otherwise
determines that a different frequency for such non-binding
advisory vote is in the best interest of Apache or until the next
required vote on the frequency of such votes.
Item9.01 Financial Statements and Exhibits.
(d) Exhibits.
| ExhibitNo. | Description | |
| 3.1 | Bylaws of Apache Corporation (as amended May 11, 2017). |
About APACHE CORPORATION (NYSE:APA)
Apache Corporation (Apache) is an independent energy company. Both domestically and internationally, the Company explores for, develops and produces natural gas, crude oil and natural gas liquids. The Company has exploration and production interests in four countries: the United States, Canada, Egypt, and the United Kingdom (North Sea). Apache also pursues exploration interests in other countries. Apache’s North American assets are primarily located in the Permian Basin, the Anadarko basin in western Oklahoma and the Texas Panhandle, Gulf Coast and the offshore Gulf of Mexico areas of the United States, and in Western Canada. The Company has access to liquid hydrocarbons across its approximately 10.7 million gross acres onshore in the United States and Canada. Apache’s international assets are located in Egypt and offshore of the United Kingdom in the North Sea. Its international assets contribute approximately 40% of its production. APACHE CORPORATION (NYSE:APA) Recent Trading Information
APACHE CORPORATION (NYSE:APA) closed its last trading session down -0.24 at 50.73 with 2,922,995 shares trading hands.
