Zion Oil & Gas, Inc. (NASDAQ:ZN) Files An 8-K Submission of Matters to a Vote of Security Holders

Zion Oil & Gas, Inc. (NASDAQ:ZN) Files An 8-K Submission of Matters to a Vote of Security Holders

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Item 5.07. Submission of Matters to a Vote of Security Holders

On June 7, 2017, Zion Oil Gas, Inc. (the Company) held its 2017
Annual Meeting of Stockholders (the 2017 Annual Meeting) at the
Dan Caesarea Hotel in Caesarea, Israel. As of April 11, 2017, the
record date for the 2017 Annual Meeting, there were 47,256,000
shares of common stock issued and outstanding. A quorum of common
stockholders, present in person or by proxy, representing
31,045,330 shares of common stock was present at the 2017 Annual
Meeting. The final voting results of the 2017 Annual Meeting are
set forth below.

1. Proposal to elect Class III Directors to serve until the 2020
Annual Meeting of Stockholders.

The Companys common stockholders elected each of the Companys
four nominees for Class III Directors to serve a term of three
years to expire at the 2020 Annual Meeting of stockholders or
until their respective successors are duly elected and qualified,
as set forth below:

Name Votes For Votes Withheld Broker Non-Votes
Victor G. Carrillo 8,107,375 79,219 22,268,136
Paul Oroian 8,155,102 98,893 22,268,136
Yehezkel Druckman 8,039,312 84,901 22,268,136
William H. Avery 8,097,425 89,363 22,268,136
2. Proposal to approve an amendment to the 2011 Equity Incentive
Plan for employees and consultants to increase by an
additional ten million shares the aggregate number of shares
of Common Stock that may be delivered to awards granted
during the life of the 2011 Equity Incentive Plan.

The Companys common stockholders approved an amendment to the
2011 Equity Incentive Plan for employees and consultants to
increase by an additional ten million shares the aggregate number
of shares of Common Stock that may be delivered to awards granted
during the life of the 2011 Equity Incentive Plan as set forth
below:

Votes For Votes Against Abstain Broker Non-Votes
5,123,453 3,110,870 542,671 22,268,136
3. Proposal to approve an amendment to the 2011 Non-Employee
Directors Stock Option Plan to increase by an additional four
million shares the aggregate number of shares of Common Stock
that may be delivered to awards granted during the life of
the 2011 Non-Employee Directors Stock Option Plan.

The Companys common stockholders approved an amendment to the
2011 Non-Employee Directors Stock Option Plan to increase by an
additional four million shares the aggregate number of shares of
Common Stock that may be delivered to awards granted during the
life of the 2011 Non-Employee Directors Stock Option Plan as set
forth below:

Votes For Votes Against Abstain Broker Non-Votes
5,376,720 3,003,940 396,534 22,268,136

4. Proposal to approve, in a nonbinding advisory vote, the
compensation of the Companys named executive officers.

The Companys common stockholders approved, in a nonbinding and
advisory vote, the compensation of its named executive officers
as described in the Companys definitive proxy statement filed
with the Securities and Exchange Commission on April 14, 2017, as
amended, for the 2017 Annual Meeting Proxy Statement, as set
forth below:

Votes For Votes Against Abstain Broker Non-Votes
26,682,364 653,423 3,709,543 0.00
5. Proposal to ratify the appointment of MaloneBailey, LLP.asthe
Company’s auditors for the year ending December31, 2017.

The Companys common stockholders ratified the appointment of
MaloneBailey, LLP., as the Company’s auditors for the year
ending December31, 2017, as follows:

Votes For Votes Against Abstain Broker Non-Votes
8,472,226 68,961 88,195 22,415,948

ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS

10.1 Zion Oil Gas, Inc. 2011 Equity Incentive Plan (incorporated
by reference to Annex A to the Companys Definitive Proxy
Statement on Schedule 14A filed with the SEC on April 14,
2017 and as amended on April 24, 2017).
10.2 Zion Oil Gas, Inc. 2011 Non-Employee Directors Stock Option
Plan (incorporated by reference to Annex B to the Companys
Definitive Proxy Statement on Schedule 14A filed with the SEC
on April 14, 2017 and as amended on April 24, 2017).


About Zion Oil & Gas, Inc. (NASDAQ:ZN)

Zion Oil & Gas, Inc. is an oil and gas exploration company. The Company holds a petroleum exploration license onshore Israel, the Megiddo-Jezreel License (MJL), comprising approximately 99,000 acres. The MJL is onshore, south and west of the Sea of Galilee. The Company has drilled approximately four exploratory wells. The Company has not generated any revenues.

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