TRIANGLE PETROLEUM CORPORATION (NASDAQ:TPLM) Files An 8-K Submission of Matters to a Vote of Security Holders
Item 5.07Submission of Matters to a Vote of Security Holders.
Triangle Petroleum Corporation (the Company) held its 2016 Annual
Meeting of Stockholders on December 16, 2016 (the 2016 Annual
Meeting) at its corporate offices located at 1200 17th Street,
Suite 2500, Denver, Colorado80202. At the close of business on
October21, 2016, the record date for the 2016 AnnualMeeting,
there were 76,539,653 shares of common stock issued and
outstanding, which constitutedall of the outstanding capital
stock of the Company. At the 2016 Annual Meeting, 46,017,247 of
the 76,539,653 outstanding shares of common stock entitled to
vote, or approximately 60.12%,were represented by proxy or in
person, and, therefore, a quorum was present. The proposals
votedon at the 2016 Annual Meeting are described in detail in the
Companys Definitive Proxy Statementfor the 2016 Annual Meeting,
as filed with the Securities and Exchange Commission on November
16, 2016.
The voting results on the proposals presented for stockholder
approval at the 2016 AnnualMeeting were as follows:
Proposal 1
The Companys stockholders elected six individuals to the Board of
Directors to hold officeuntil the Companys 2017 Annual Meeting of
Stockholders, or until their successors are duly electedand
qualified, as set forth below:
|
Name |
FOR |
WITHHELD |
BROKER NON-VOTES |
|
Peter Hill |
13,584,030 |
5,122,619 |
27,310,598 |
|
Roy Aneed |
13,521,094 |
5,185,555 |
27,310,598 |
|
Gus Halas |
12,127,231 |
6,579,418 |
27,310,598 |
|
Randal Matkaluk |
13,520,984 |
5,185,665 |
27,310,598 |
|
Jonathan Samuels |
13,652,564 |
5,054,085 |
27,310,598 |
|
James Shein |
13,625,708 |
5,080,941 |
27,310,598 |
Proposal 2
The Companys stockholders ratified and approved the selection of
KPMG LLP as theCompanys independent registered public accounting
firm for the fiscal year ending January 31, 2017, as set forth
below:
|
FOR |
AGAINST |
ABSTAIN |
|
44,261,683 |
1,146,290 |
609,274 |
Proposal 3
The Companys stockholders approved, on an advisory basis, the
compensation of the Companys named executive officers, as set
forth below:
|
FOR |
AGAINST |
ABSTAIN |
|
10,835,311 |
7,331,709 |
539,628 |
2
Proposal 4
The Companys stockholders failed to authorize the Board of
Directors to effect a reverse stock splitof the issued and
outstanding common stock of the Company in a whole-number ratio
of at least 1-for-3 and up to 1-for-8, to be determined by the
Board of Directors, as set forth below:
|
FOR |
AGAINST(1) |
ABSTAIN |
|
32,012,391 |
31,920,885 |
588,614 |
Proposal 5
The Companys stockholders failed to approve a corresponding
amendment to the Companys Certificate of Incorporation, as
amended, to effect the reverse stock split, as set forth below:
|
FOR |
AGAINST(1) |
ABSTAIN |
|
32,467,628 |
31,510,759 |
543,503 |
|
(1) |
Under the Companys 5.0% Convertible Promissory Note, |
3
About TRIANGLE PETROLEUM CORPORATION (NASDAQ:TPLM)
