DENBURY RESOURCES INC. (NYSE:DNR) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

DENBURY RESOURCES INC. (NYSE:DNR) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

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

At the annual meeting of stockholders on May 24, 2017 (the Annual
Meeting), the stockholders of Denbury Resources Inc. (the
Company) voted to approve an amendment and restatement to the
Companys 2004 Omnibus Stock and Incentive Plan (the 2004
Incentive Plan). The 2004 Incentive Plan was amended and restated
principally to increase the number of reserved shares under the
2004 Incentive Plan by 3,900,000 shares and for Internal Revenue
Code Section 162(m) performance-based compensation qualification.
The principal terms of the 2004 Incentive Plan are described in
the Companys definitive proxy statement for the Annual Meeting,
filed with the Securities and Exchange Commission on April 13,
2017 (the Proxy Statement), which description is incorporated
herein by reference and is qualified in its entirety by the full
text of the 2004 Incentive Plan, which is attached hereto as
Exhibit 10.1 to this Current Report on Form 8-K.
Item 5.07 Submission of Matters to a Vote of Security Holders
At the Annual Meeting, the stockholders of the Company considered
and voted upon the six proposals listed below (the Proposals),
each of which is more fully described in the Companys Proxy
Statement.>>Holders of 348,108,190 shares of common stock
of the Company, representing approximately 87% of the Companys
issued and outstanding shares of common stock as of the March 27,
2017 record date, were present in person or by proxy at the
Annual Meeting, constituting a quorum, and the final voting
results with respect to each of the Proposals are set forth
below.
Proposal 1:>Election of directors. The Companys stockholders
elected eight directors, each to hold office until the next
annual meeting and until his or her successor is elected and
qualified, or until his or her earlier resignation or removal.
The results of the voting were as follows:
Name of Nominee
For
% of Voted
Withheld
Broker Non-Votes
John P. Dielwart
277,651,302
98.25%
4,956,924
65,499,964
Michael B. Decker
278,234,545
98.45%
4,373,681
65,499,964
Gregory L. McMichael
277,657,290
98.25%
4,950,936
65,499,964
Kevin O. Meyers
277,757,596
98.28%
4,850,630
65,499,964
Lynn A. Peterson
279,160,216
98.78%
3,448,010
65,499,964
Phil Rykhoek
278,000,129
98.37%
4,608,097
65,499,964
Randy Stein
277,543,364
98.21%
5,064,862
65,499,964
Laura A. Sugg
278,778,972
98.65%
3,829,254
65,499,964
The votes For each director as set forth above represent the vote
of the majority of votes cast with respect to such director
nominee at the Annual Meeting.
Proposal 2:>Advisory vote to approve the Companys 2016 named
executive officer compensation. The results of the voting were as
follows:
For
% of Voted
(Including Abstentions)
Against
Abstain
Broker Non-Votes
145,456,848
51.47%
136,337,233
814,140
65,499,969
Proposal 3:>Advisory vote to approve the frequency of the
stockholder vote to approve named executive officer
compensation. The results of the voting were as follows:
1 Year
2 Years
3 Years
Abstain
Broker Non-Votes
278,854,120
691,879
2,459,976
602,243
65,499,972

On May 24, 2017, following the vote on Proposal 3 at the Annual
Meeting, the Board determined that the Company will hold an
advisory vote on the compensation of its named executive
officers every year until the next stockholder advisory vote on
the frequency of advisory votes on named executive officer
compensation.
Proposal 4:>Approval of the amendment and restatement of the
2004 Incentive Plan. The results of the voting were as follows:
For
% of Voted
(Including Abstentions)
Against
Abstain
Broker Non-Votes
241,537,740
85.29%
41,188,210
478,342
64,903,898

Proposal 5:>Ratification of the Audit Committees selection
of PricewaterhouseCoopers LLP as the Companys independent
registered public accounting firm for 2017. The results of the
voting were as follows:
For
% of Voted
(Including Abstentions)
Against
Abstain
Broker Non-Votes
341,408,930
98.08%
6,160,100
539,160

Proposal 6:>Transaction of such other business as may
properly come before the annual meeting or any adjournment or
postponement thereof. The results of the voting were as
follows:
For
% of Voted
(Including Abstentions)
Against
Abstain
Broker Non-Votes
86,930,496
30.70%
195,386,221
887,458
64,904,015

Section 9 Financial Statements and Exhibits
Item 9.01 Financial Statements and Exhibits
(d)
Exhibits.
The following exhibit is furnished in accordance with the
provisions of Item 601 of Regulation S-K:
Exhibit Number
Description
10.1*
Denbury Resources Inc. 2004 Omnibus Stock and
Incentive Plan, as amended and restated effective as
of May 24, 2017.

*
Included herewith.


About DENBURY RESOURCES INC. (NYSE:DNR)

Denbury Resources Inc. is an independent oil and natural gas company. The Company’s operations are focused on two operating areas: the Gulf Coast and Rocky Mountain regions. Its properties with proved and producing reserves in the Gulf Coast region are situated in Mississippi, Texas, Louisiana and Alabama, and in the Rocky Mountain region are situated in Montana, North Dakota and Wyoming. It has estimated proved oil and natural gas reserves of over 288.6 million barrels of oil equivalent (MMBOE). Its primary Gulf Coast carbon dioxide (CO2) source is Jackson Dome, which is located near Jackson, Mississippi. Its mature group of properties includes the initial CO2 field, Little Creek, as well as various other fields, including Brookhaven, Cranfield, Eucutta, Lockhart Crossing, Mallalieu, Martinville, McComb and Soso fields. Its LaBarge Field is located in southwestern Wyoming. It holds interest in LaBarge Field, which consists of over 1.2 trillion cubic feet of proved CO2 reserves.

DENBURY RESOURCES INC. (NYSE:DNR) Recent Trading Information

DENBURY RESOURCES INC. (NYSE:DNR) closed its last trading session up +0.02 at 1.75 with 7,559,739 shares trading hands.

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