ENSERVCO CORPORATION (NYSEMKT:ENSV) 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.
See Item 5.07 for information regarding the election of directors
at the annual stockholders meeting of Enservco Corporation, a
Delaware corporation (the Company or Enservco) held on June 21,
2017.
Item 5.07 Submission of Matters to a Vote of Security
Holders.
On June 21, 2017, the Company held its annual meeting of
stockholders (the Meeting). At the Meeting, two proposals were
submitted to the stockholders for approval as set forth in the
2017 Proxy Statement as filed with the U.S. Securities and
Exchange Commission on May 12, 2017. As of the record date, April
24, 2017, a total of 51,067,660 shares of Company common stock
were outstanding and entitled to vote. In total, 35,170,580
shares of Company common stock were represented at the meeting,
which represented approximately 68.87% of the shares outstanding
and entitled to vote as of the record date.
At the Meeting, the stockholders approved all of the proposals
submitted. The votes on the proposals were cast as set forth
below:
1.Proposal No. 1 Election of directors. The stockholders elected
the entire slate of directors presented to the stockholders.
|
Name |
Votes For |
Withheld Authority To Vote |
Broker Non-Votes |
|
Keith J. Behrens |
19,059,725 |
4,491,284 |
11,619,571 |
|
Robert S. Herlin |
18,876,870 |
4,674,139 |
11,619,571 |
|
William A. Jolly |
19,058,915 |
4,492,094 |
11,619,571 |
|
Ian Dickinson |
20,004,098 |
3,546,911 |
11,619,571 |
|
Richard A. Murphy |
18,862,453 |
4,688,556 |
11,619,571 |
|
Christopher D. Haymons |
20,687,677 |
2,863,332 |
11,619,571 |
2.Proposal No. 2 Ratification and approval of EKSH, LLLP as the
Companys independent registered public accounting firm for the
fiscal year ending December 31, 2017.
|
For |
Against |
Abstain |
Broker Non-Vote |
|
34,716,215 |
301,940 |
152,425 |
|
Item 8.01 Other Events.
After the Meeting, the Board held its annual meeting. The Board
determined that, consistent with the actions and
recommendations of the stockholders, EKSH, LLLP will serve as
the Companys independent registered accounting firm for the
fiscal year ending December 31, 2017.
The Board also reviewed and approved the Audit Committee
Charter, determined that it complies with the rules that apply
to the Company, and appointed certain independent
directorsbeing Messrs. Herlin, Jolly, and Haymonsto the Audit
Committee, with Mr. Haymons the chairman.
The Board also re-elected the following executive officers of
the Company:
|
|
Richard A. Murphy – Chairman of the Board of Directors |
|
|
Ian Dickinson President, Chief Executive Officer, and |
|
|
Robert J. Devers Chief Financial Officer, Principal |
|
|
Austin Peitz Senior Vice President of Field Operations |
In considering the election of officers, the Board determined
that the offices of Corporate Controller, Secretary, and
Assistant Secretary are not executive officers of the Company
as that term is used in Item 401(b) of SEC Regulation S-K, and
are not officers as that term is defined in SEC Rule 16a-1(f)
in that they do not have policy-making functions and,
consequently, are not subject to the reporting requirements of
Section 16(a) of the Securities Exchange Act of 1934.
Item 9.01Financial Statements and Exhibits
(d) Exhibits:
None
About ENSERVCO CORPORATION (NYSEMKT:ENSV)
Enservco Corporation provides well and fluid management services to the domestic onshore oil and natural gas industry. The Company’s services include frac water heating, hot oiling and acidizing (well enhancement services), and water transfer, water treatment, water hauling, fluid disposal, frac tank rental (fluid management services) and other general oilfield services. Well enhancement services consist of frac water heating, acidizing, hot oiling services and pressure testing. These services are provided by its subsidiary, Heat Waves Hot Oil Service LLC (Heat Waves), which utilize a fleet of approximately 200 custom designed trucks and other related equipment. The Company owns or leases, and operates approximately 65 water-hauling trucks and trailers equipped with pumps to move water from or into wells, tanks and other storage facilities. Each truck has a hauling capacity of approximately 130 barrels. It also provides well-site construction and roustabout services. ENSERVCO CORPORATION (NYSEMKT:ENSV) Recent Trading Information
ENSERVCO CORPORATION (NYSEMKT:ENSV) closed its last trading session 00.000 at 0.348 with 129,960 shares trading hands.