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NATIONAL FUEL GAS COMPANY (NYSE:NFG) Files An 8-K Submission of Matters to a Vote of Security Holders

NATIONAL FUEL GAS COMPANY (NYSE:NFG) Files An 8-K Submission of Matters to a Vote of Security HoldersItem 5.07

Submission of Matters to a Vote of Security Holders.

The Annual Meeting of Stockholders of National Fuel Gas Company was held on March 9, 2017. At that meeting, the stockholders elected Rebecca Ranich, Jeffrey W. Shaw, Thomas E. Skains and Ronald J. Tanski as directors for three-year terms. The stockholders also approved executive compensation in a non-binding advisory vote, reapproved the 2012 Annual At Risk Compensation Incentive Plan, and ratified the appointment of an independent registered public accounting firm. The voting results also indicated that, in the non-binding advisory vote on the frequency of future “say on pay” votes, the one-year option received a majority of the votes cast.

The vote with respect to Ms. Ranich was as follows: For, 62,474,081 (98.8% of the votes cast); Withheld, 761,413; Broker Non-Votes, 10,342,310. The vote with respect to Mr. Shaw was as follows: For, 62,349,547 (98.6% of the votes cast); Withheld, 885,947; Broker Non-Votes, 10,342,310. The vote with respect to Mr. Skains was as follows: For, 62,464,568 (98.8% of the votes cast); Withheld, 770,926; Broker Non-Votes, 10,342,310. The vote with respect to Mr. Tanski was as follows: For, 62,389,525 (98.7% of the votes cast); Withheld, 845,969; Broker Non-Votes, 10,342,310.

The advisory vote with respect to approval of executive compensation was as follows: For, 66,291,514 (96.8% of the votes cast); Against, 2,191,201; Abstain, 815,907; Broker Non-Votes, 10,342,310.

The advisory vote with respect to the frequency of future “say on pay” votes was as follows: 3-Years, 31,629,649; 2-Years, 807,414; 1-Year, 36,107,636 (52.7% of the votes cast); Abstain, 753,923; Broker Non-Votes, 10,342,310.

In light of this advisory vote, the Company’s Board of Directors has determined that the Company will conduct an advisory vote with respect to approval of executive compensation on an annual basis.

The vote with respect to the reapproval of the 2012 Annual At Risk Compensation Incentive Plan was as follows: For, 66,843,013 (97.4% of the votes cast); Against, 1,752,258; Abstain, 703,351; Broker Non-Votes, 10,342,310.

The vote with respect to ratification of the appointment of PricewaterhouseCoopers LLP as independent registered public accounting firm was as follows: For, 78,678,113 (99.2% of the votes cast); Against, 636,494; Abstain, 326,325; Broker Non-Votes, 0.

About NATIONAL FUEL GAS COMPANY (NYSE:NFG)
National Fuel Gas Company is a holding company. The Company is an energy company engaged principally in the production, gathering, transportation, distribution and marketing of natural gas. The Company operates in five business segments: Exploration and Production, Pipeline and Storage, Gathering, Utility, and Energy Marketing. The Company operates an integrated business, with assets centered in western New York and Pennsylvania, and the production and transportation of natural gas from the Marcellus Shale basin. The Company also develops and produces oil reserves, primarily in California. The Company’s Exploration and Production segment operations are carried out by Seneca Resources Corporation (Seneca), a Pennsylvania corporation. The Company’s National Fuel Gas Supply Corporation (Supply Corporation), a Pennsylvania corporation, and Empire Pipeline, Inc. (Empire), a New York corporation, carry out the Company’s Pipeline and Storage segment operations. NATIONAL FUEL GAS COMPANY (NYSE:NFG) Recent Trading Information
NATIONAL FUEL GAS COMPANY (NYSE:NFG) closed its last trading session up +0.97 at 60.91 with 480,890 shares trading hands.

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