ECO-STIM ENERGY SOLUTIONS, INC. (NASDAQ:ESES) 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 15, 2017 Eco-Stim Energy Solutions, Inc. (the Company)
held its 2017 Annual Meeting of Stockholders (the Annual Meeting)
in Houston, Texas. As of May 4, 2017, the record date for the
Annual Meeting, 15,027,040 shares of common stock were issued and
outstanding and entitled to vote at the Annual Meeting. A summary
of the matters voted upon by the stockholders and the final
voting results for each such matter are set forth below.
Proposal 1 – Election of Directors to the Board
The Companys stockholders elected each of the following persons
as directors to serve until the next annual meeting and their
successors have been elected and qualified. The voting results
were as follows:
| Nominee | Votes For | Votes Withheld | BrokerNon- Votes | |||||||||
| Bjarte Bruheim | 7,772,708 | 372,051 | 3,628,288 | |||||||||
| Jon Christopher Boswell | 8,115,907 | 28,852 | 3,628,288 | |||||||||
| Donald Stoltz | 7,776,212 | 368,547 | 3,628,288 | |||||||||
| Christopher Krummel | 8,119,211 | 25,548 | 3,628,288 | |||||||||
| David Proman | 7,779,321 | 365,438 | 3,628,288 | |||||||||
| Andrew Teno. | 8,119,507 | 25,252 | 3,628,288 | |||||||||
| Andrew Colvin | 8,049,168 | 95,591 | 3,628,288 | |||||||||
Proposal 2 – Approval, on a non-binding advisory basis, of the
Companys named executive officer compensation
The Companys stockholders approved on a non-binding advisory
basis the compensation of the Companys named executive officers
as disclosed in the proxy statement to the compensation
disclosure rules of the Securities Exchange Commission. The
voting results were as follows:
| Votes For | Votes Against | Abstain | Broker Non- Votes | |||||||||||
| 8,007,293 | 124,422 | 13,044 | 3,628,288 | |||||||||||
Proposal 3 The approval of the issuance of up to 29,538,786
shares of common stock of the Company, par value $0.001 per share
to FT SOF VII Holdings, LLC in connection with the Conversion
(which is defined and described in the Companys proxy statement
dated Mar 15, 2017), as required by and in accordance with the
applicable rules of The NASDAQ Stock Market LLC (the Share
Issuance and Conversion Proposal)
The Companys stockholders approved the Share Issuance and
Conversion Proposal. The voting results were as follows:
| Votes For | Votes Against | Abstain | Broker Non- Votes | |||||||||||
| 5,968,834 | 102,665 | 42,824 | 5,658,724 | |||||||||||
Proposal 4 – Approval of the Second Amendment to the Companys
2015 Stock Incentive Plan
The Companys stockholders approved the Second Amendment to the
Companys 2015 Stock Incentive Plan to increase the number of
shares authorized for issuance thereunder. The voting results
were as follows:
| Votes For | Votes Against | Abstain | Broker Non- Votes | |||||||||||
| 7,252,954 | 875,890 | 15,915 | 3,628,288 | |||||||||||
Proposal 5 – Proposal to approve the material terms of the
Companys 2015 Stock Incentive Plan, as amended by the Second
Amendment, for purposes of Section 162(m)
The Companys stockholders approved the material terms of the
Companys 2015 Stock Incentive Plan for purposes of Section
162(m). The voting results were as follows:
| Votes For | Votes Against | Abstain | Broker Non- Votes | |||||||||||
| 8,008,388 | 129,369 | 7,002 | 3,628,288 | |||||||||||
Proposal 6 Ratification of the appointment of Whitley Penn LLP
as the Companys independent registered public accounting firm for
the year ending December 31, 2018
The Companys stockholders approved a proposal to ratify the
appointment of Whitley Penn LLP as the Companys independent
registered public accounting firm for the year ending December
31, 2018. The voting results were as follows:
| Votes For | Votes Against | Abstain | Broker Non- Votes | |||||||||||
| 11,706,141 | 49,375 | 17,531 | ||||||||||||
Proposal 7 The approval of a reverse stock split, to be
effected at the discretion of the Board of Directors of the
Company, that will reduce the number of shares of outstanding
Common Stock of the Company at a ratio of one-for-four (1:4) and
a reduction of the number of authorized shares of Common Stock by
a corresponding proportion (the Reverse Stock Split
Proposal).
The Companys stockholders approved the Reverse Stock Split
Proposal. The timing for implementation of the Reverse Stock
Split, if at all, will be determined by the Board of Directors
based upon its evaluation as to when such action would be most
advantageous to the Company and its stockholders. The voting
results were as follows:
| Votes For | Votes Against | Abstain | Broker Non- Votes | |||||||||||
| 11,405,475 | 312,555 | 55,017 | ||||||||||||
About ECO-STIM ENERGY SOLUTIONS, INC. (NASDAQ:ESES)
Eco-Stim Energy Solutions, Inc. is an oilfield services company. The Company provides well stimulation, coiled tubing and field management services to the upstream oil and gas industry. The Company focuses on the active shale and unconventional oil and natural gas basins outside the United States and it has commenced operations in Argentina. The Company operates well stimulation fleets, coiled tubing units and other downhole completion equipment, as well as provides sweet spot analysis in shale resource basins using geophysical predictive modeling combined with real-time feedback from down-hole diagnostic tools. The Company offers a pumping fleet, including well-stimulation pumps, nitrogen pumping units and cranes, in both trailer-mounted and skid-mounted configurations. It provides a range of pressure-pumping services, including work-over pumping, well injection and wireline pump downs.