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CARBO Ceramics Inc. (NYSE:CRR) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

CARBO Ceramics Inc. (NYSE:CRR) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

Item 5.02. Departure of Directors or Certain Officers; Election
of Directors; Appointment of Certain Officers; Compensatory
Arrangements of Certain Officers.

(e) CARBO Ceramics Inc. (the Company) held its Annual Meeting of
Stockholders (the Annual Meeting) on May 16, 2017. At the Annual
Meeting, the stockholders of the Company approved the adoption of
the Amended and Restated 2014 CARBO Ceramics Inc. Omnibus
Incentive Plan (the AR 2014 Plan). The AR 2014 Plan is effective
as of May 16, 2017 and replaces for future grants the 2014 CARBO
Ceramics Inc. Omnibus Incentive Plan.

The AR 2014 Plan authorizes the issuance of an additional 700,000
common shares of the Company, having a par value of $0.01 per
share, and permits the granting of cash-based awards, stock
options, phantom stock, stock appreciation rights, restricted
stock, restricted stock units, performance shares and other
equity-based awards providing similar benefits to eligible
employees and non-employee directors.

For a description of the principal terms of the Companys AR 2014
Plan, see Summary of the Amended and Restated Plan under Item 4
Approval of the Amended and Restated 2014 CARBO Ceramics Inc.
Omnibus Incentive Plan Including an Increase in the Number of
Shares Available for Issuance by 700,000 Shares in the Companys
Proxy Statement dated April 6, 2017 for the Annual Meeting, which
description is incorporated herein by reference.

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

(a) The Company held its Annual Meeting on May 16, 2017. Voting
results for each proposal considered at the Annual Meeting are
set forth below. The proposals are described in more detail in
the Companys definitive proxy statement for the Annual Meeting,
which was filed with the Securities and Exchange Commission on
April 6, 2017.

(b)

Proposal 1:

Election of seven directors.

The seven individuals listed below were elected as directors of
the Company at the Annual Meeting. Voting results for each
director were as follows:

Names

For

Withheld

Broker Non-Votes

Sigmund L. Cornelius

18,312,973

1,616,056

4,235,431

Chad C. Deaton

18,251,556

1,677,473

4,235,431

Gary A. Kolstad

18,259,276

1,669,753

4,235,431

H.E. Lentz, Jr.

18,104,490

1,824,539

4,235,431

Randy L. Limbacher

18,253,785

1,675,244

4,235,431

William C. Morris

17,854,360

2,074,669

4,235,431

Robert S. Rubin

17,908,256

2,020,773

4,235,431

Proposal 2:

Ratification of the appointment of Ernst Young LLP as the
Companys independent registered public accounting firm.

Voting results with respect to the ratification of Ernst Young
LLP as the Companys independent registered public accounting firm
for 2017 were as follows:

For

Against

Abstentions

Broker Non-Votes

24,020,907

122,272

21,281

Proposal 3:

Approval of the Amended and Restated 2014 CARBO Ceramics
Inc. Omnibus Incentive Plan.

Voting results with respect to the approval of the Amended and
Restated 2014 CARBO Ceramics Inc. Omnibus Incentive Plan were as
follows:

For

Against

Abstentions

Broker Non-Votes

18,040,170

560,325

1,328,534

4,235,431

Proposal 4:

Approval of the issuance of certain warrants and the
shares of common stock issuable upon their exercise to
the Warrant by and between the Company and the Wilks
Brothers LLC.

Voting results with respect to the approval of the Warrant by and
between the Company and the Wilks Brothers LLC were as follows:

For

Against

Abstentions

Broker Non-Votes

19,636,094

272,651

20,284

4,235,431

Proposal 5:

Advisory vote on the compensation of the named executive
officers.

Voting results with respect to the advisory vote on the
compensation of the named executive officers were as follows:

For

Against

Abstentions

Broker Non-Votes

18,202,076

381,328

1,345,625

4,235,431

Proposal 6:

Advisory vote on the frequency of future advisory votes
on the compensation of the named executive officers.

Voting results with respect to the frequency of future advisory
votes on the compensation of the named executive officers were as
follows:

One Year

Two Years

Three Years

Abstentions

Broker Non-Votes

17,357,149

81,706

2,465,300

24,874

4,235,431

(d) Disclosure Regarding Frequency of Stockholder Advisory Vote
on Executive Compensation.

A majority of the votes cast by stockholders voted, on an
advisory basis, to hold an advisory vote to approve executive
compensation every year. In line with this recommendation by our
stockholders, the Board of Directors of the Company has decided
that it will include an advisory stockholder vote on executive
compensation in its proxy materials every year until the next
advisory vote on the frequency of stockholder votes on executive
compensation, which will occur no later than our Annual Meeting
of Stockholders in 2023.

About CARBO Ceramics Inc. (NYSE:CRR)
Carbo Ceramics Inc. is an oilfield services technology company. The Company supplies ceramic proppant. The Company also sells sand and resin-coated proppants. Additionally, it provides fracture simulation software, fracture design and consulting services, and a range of technologies for spill prevention, containment and related countermeasures. Its products and services are used in the hydraulic fracturing of natural gas and oil wells. It manufactures various ceramic proppants, including KRYPTOSPHERETM HD, which is a ceramic proppant engineered to deliver conductivity and durability in closure stress wells; KRYPTOSPHERE LD, which is a lower density proppant compared to KRYPTOSPHERE HD; CARBOHSP and CARBOPROP, which are high and intermediate density ceramic proppants, and CARBOLITE, CARBOECONOPROP and CARBOHYDROPROP, which are low-density ceramic proppants. It offers CARBO NORTHERN WHITE, which is a frac sand; CARBONRT, a detectable proppant, and SCALEGUARD, a porous ceramic proppant. CARBO Ceramics Inc. (NYSE:CRR) Recent Trading Information
CARBO Ceramics Inc. (NYSE:CRR) closed its last trading session down -0.15 at 8.99 with 940,116 shares trading hands.

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