CORE LABORATORIES N.V. (NYSE:CLB) Files An 8-K Submission of Matters to a Vote of Security Holders
ME Staff 8-k
CORE LABORATORIES N.V. (NYSE:CLB) Files An 8-K Submission of Matters to a Vote of Security Holders Item 5.07 Submission of Matters to a Vote of Security Holders
Core Laboratories N.V. (the \”Company\”) held its Annual Meeting of Shareholders (the \”Annual Meeting\”) on May 23, 2019 in Amsterdam, the Netherlands. At the Annual Meeting, the Company\’s shareholders were requested: (1) To re-elect two and to elect one new Class II Supervisory Directors ; (2) To appoint KPMG, including its U.S. and Dutch affiliates, (collectively, \”KPMG\”) as the Company\’s independent registered public accountants for the year ending December 31, 2019; (3) To confirm and adopt our Dutch Statutory Annual Accounts in the English language for the fiscal year ended December 31, 2018, following a discussion of our Dutch Report of the Management Board for that same period; (4) To approve and resolve the cancellation of our repurchased shares held at 12:01 a.m. CEST on May 23, 2019; (5) To approve and resolve the extension of the existing authority to repurchase up to 10%>of our issued share capital from time to time for an 18-month period, until November 23, 2020, and such repurchased shares may be used for any legal purpose; (6) To approve and resolve the extension of the authority to issue shares and/or to grant rights (including options to purchase) with respect to our common and preference shares up to a maximum of 10%>of outstanding shares per annum until November 23, 2020; (7) To approve and resolve the extension of the authority to limit or exclude the preemptive rights of the holders of our common shares and/or preference shares up to a maximum of 10%>of outstanding shares per annum until November 23, 2020; (8) To approve, on an advisory basis, the compensation of our executive officers as described in the Compensation Discussion and Analysis (\”CD&A\”) section of the accompanying proxy statement filed on March 20, 2019.
Given that more than 50% of the issued share capital was present and represented at the meeting, item numbers 1 through 8 could be approved by the affirmative vote of a majority of votes cast. All items were approved and the certified results of the matters voted upon at the Annual Meeting are as follows:
Proposal No. 1 – Election of Class II Directors: The re-election of two and the election of one new Class II supervisory directors was approved as follows:
Proposal No. 2 – Appointment of KPMG as Independent Registered Public Accountant:>The appointment of KPMG as the independent registered public accountant for the year ending December 31, 2019 was approved as follows:
Proposal No. 3 – Confirm and Adopt the Dutch Statutory Annual Accounts: The confirmation and adoption of the Company\’s Dutch Statutory Annual Accounts in the English language for the fiscal year ended December 31, 2018 was approved as follows:
Proposal No. 4 – Approve and Resolve the Cancellation of Repurchased Shares: The approval of the cancellation of the Company\’s repurchased shares held by the Company in its name at 12:01 a.m. CEST on May 23, 2019 was approved as follows:
Proposal No. 5 – Approve Extension – Repurchase up to 10% of Issued Share Capital: The approval of the extension of the existing authority to repurchase up to 10% of the Company\’s issued share capital from until November 23, 2020 was approved as follows:
Proposal No. 6 – Approve Extension to Issue Shares and/or Grant Rights: The approval of the extension of the authority to issue shares and/or to grant rights (including options to purchase) with respect to the Company\’s common and preference shares up to a maximum of 10% of outstanding shares per annum until November 23, 2020 was approved as follows:
Proposal No. 7 – Approve Extension to Limit or Exclude Preemptive Rights: The approval of the extension of the authority to limit or exclude the preemptive rights of the holders of the Company\’s common shares and/or preference shares up to a maximum of 10% of outstanding shares per annum until November 23, 2020 was approved as follows:
Proposal No. 8 – Approve the Compensation of the Company\’s Executive Officers: The compensation program regarding the Company\’s named executive officers was approved, on an advisory basis, as follows:
About CORE LABORATORIES N.V. (NYSE:CLB)
Core Laboratories N.V. is a provider of reservoir description, production enhancement and reservoir management services to the oil and gas industry. The Company’s services and products are directed toward enabling the Company’s clients to improve reservoir performance and increase oil and gas recovery from their producing fields. The Company has over 70 offices in over 50 countries. The Company operates in three segments: Reservoir Description, Production Enhancement and Reservoir Management. The Reservoir Description segment encompasses the characterization of petroleum reservoir rock, fluid and gas samples. The Production Enhancement segment includes products and services relating to reservoir well completions, perforations, stimulations and production. The Reservoir Management segment combines and integrates information from reservoir description and production enhancement services to increase production and improve recovery of oil and gas from the Company’s clients’ reservoirs.