CVR ENERGY, INC. (NYSE:CVI) Files An 8-K Submission of Matters to a Vote of Security Holders

ME Staff 8-k

8 years ago

CVR ENERGY, INC. (NYSE:CVI) 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.

On June 6, 2017, CVR Energy, Inc. (the Company) held its annual
meeting of the stockholders of the Company. The stockholders of the
Company voted on five proposals, consisting of (1) election of
eight directors to the board of directors of the Company (the
Board), (2) ratification of the appointment of Grant Thornton LLP
as the independent registered public accounting firm of the Company
for the fiscal year ending December 31, 2017, (3) approval by a
non-binding advisory vote of the Companys named executive officer
compensation (referred to as Say-on-Pay), (4) a non-binding
advisory vote on the frequency of future Say-on-Pay voting and (5)
re-approval of the Company’s long term incentive plan. For more
information regarding the foregoing proposals, please see the
Companys Proxy Statement dated April 27, 2017, which was filed with
the Securities and Exchange Commission to Regulation 14A of the
Securities Exchange Act of 1934, as amended.

At the annual meeting of the stockholders of the Company, (1) all
of the Boards nominees for director were elected, (2) the
appointment of Grant Thornton LLP as the independent registered
public accounting firm of the Company for the fiscal year ending
December 31, 2017 was ratified, (3) the stockholders approved, by
a non-binding advisory vote, the Companys named executive officer
compensation (or Say-on-Pay), (4) the stockholders approved, by a
non-binding advisory vote, future Say-On-Pay voting to occur
every year and (5) the stockholders re-approved the Company’s
long term incentive plan. The voting results for each of the
proposals are summarized below.

Proposal 1 – Election of Directors

The nominees listed below were elected to the Board, with the
respective votes set forth opposite of each nominees name:



Director	Votes For	Votes Withheld	Votes Abstain	Broker Non-Votes
Bob G. Alexander	79,456,096	142,458		4,984,731
SungHwan Cho	76,484,090	3,114,464		4,984,731
Jonathan Frates	76,203,251	3,395,303		4,984,731
Carl C. Icahn	78,106,195	1,492,359		4,984,731
Andrew Langham	76,245,961	3,352,593		4,984,731
John J. Lipinski	78,444,776	1,153,778		4,984,731
Stephen Mongillo	79,385,705	212,849		4,984,731
James M. Strock	79,385,392	213,162		4,984,731

Proposal 2 – Ratify the Audit Committees Selection of Grant
Thornton

The appointment by the Companys Audit Committee of Grant Thornton
LLP as the independent registered public accounting firm of the
Company for the fiscal year ending December 31, 2017 was ratified
by the following vote:



Votes For	Votes Against	Votes Abstain	Broker Non-Votes
84,391,645	75,303	116,337

Proposal 3 – Non-Binding, Advisory Vote on Named Executive
Officer Compensation (Say-on-Pay)

The stockholders approved, by a non-binding advisory vote, the
Companys named executive officer compensation (or Say-on-Pay) by
the following vote:



Votes For	Votes Against	Votes Abstain	Broker Non-Votes
74,402,262	5,131,000	65,292	4,984,731

Proposal 4 – Non-Binding, Advisory Vote on the Frequency of
Future Say-on-Pay Voting

The stockholders approved, by a non-binding advisory vote, the
frequency of future Say-on-Pay voting every year by the following
vote:



Every 1 Year	Every 2 Years	Every 3 Years	Votes Abstain	Broker Non-Votes
77,983,554	86,363	1,497,949	30,687	4,984,732

Proposal 5 – Re-Approval of the Company’s Long Term Incentive
Plan

The stockholders re-approved the Company’s long term incentive
plan by the following vote:



Votes For	Votes Against	Votes Abstain	Broker Non-Votes
77,848,460	1,711,184	38,909	4,984,732

About CVR ENERGY, INC. (NYSE:CVI)
CVR Energy, Inc. (CVR Energy) is a holding company. The Company engages in the petroleum refining and nitrogen fertilizer manufacturing through its holdings in CVR Refining LP (CVR Refining or the Refining Partnership) and CVR Partners LP (CVR Partners or the Nitrogen Fertilizer Partnership). It operates under two business segments: petroleum (the petroleum and related businesses operated by the Refining Partnership) and nitrogen fertilizer (the nitrogen fertilizer business operated by the Nitrogen Fertilizer Partnership). The Company’s Refining Partnership is an independent petroleum refiner and marketer of transportation fuels. Its Nitrogen Fertilizer Partnership produces and markets nitrogen fertilizers in the form of urea and ammonium nitrate (UAN) and ammonia. The petroleum business consists of a coking medium-sour crude oil refinery in Coffeyville, Kansas and a crude oil refinery in Wynnewood, Oklahoma. The nitrogen fertilizer business consists of UAN and ammonia products.