UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 

FORM 8-K
 

CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): May 9, 2019
 

callonlogorgba09.jpg
Callon Petroleum Company
(Exact name of registrant as specified in its charter)
 
Delaware
 
001-14039
 
64-0844345
(State or Other Jurisdiction of Incorporation)
 
(Commission File Number)
 
(I.R.S. Employer Identification Number)
 
1401 Enclave Parkway, Suite 600
Houston, TX 77077
 
 
(Address of Principal Executive Offices, and Zip Code)
 
 
(281) 589-5200
 
 
(Registrant’s Telephone Number, Including Area Code)
 
 
 
 
 
Not Applicable
 
 
(Former Name or Former Address, if Changed Since Last Report)
 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

o    Written communication pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o    Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o    Pre-commencement communication pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o    Pre-commencement communication pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).
o    Emerging growth company     

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o

Securities registered pursuant to Section 12(b) of the Act:
Title of each class
 
Trading Symbol(s)
 
Name of each exchange on which registered
Common Stock, $0.01 par value
 
CPE
 
New York Stock Exchange
10.0% Series A Cumulative Preferred Stock
 
CPE.A
 
New York Stock Exchange






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

Callon Petroleum Company (the “Company”) held its 2019 Annual Meeting of Shareholders (the “Annual Meeting”) on May 9, 2019. At the Annual Meeting, shareholders:

(a)
Elected two Class I directors to serve on the Board of Directors, each for three years (Proposal #1);
(b)
Approved, on a non-binding advisory basis, the compensation of our named executive officers (Proposal #2); and
(c)
Ratified the appointment of Grant Thornton LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2019 (Proposal #3).

For additional information on these proposals, please see the Company’s definitive proxy statement filed with the Securities and Exchange Commission on March 27, 2019.

Proposal 1 – Election of Class I Directors.
Nominee
 
Votes Cast For
 
Votes Withheld
 
Broker Non-Votes
Michael L. Finch
 
198,744,722
 
2,528,366
 
11,738,057
Larry D. McVay
 
192,143,111
 
9,129,977
 
11,738,057

Proposal 2 – Approval, on a non-binding advisory basis, the compensation of the Company’s Named Executive Officers.
Votes Cast For
 
Votes Cast Against
 
Votes Abstained
 
Broker Non-Votes
196,057,105
 
5,004,491
 
211,492
 
11,738,057

Proposal 3 – Ratification of the Appointment of Grant Thornton LLP as the Company’s Independent Registered Public Accounting Firm for the Fiscal Year Ending December 31, 2019.
Votes Cast For
 
Votes Cast Against
 
Votes Abstained
 
Broker Non-Votes
212,792,773
 
90,851
 
127,521
 








SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.



 
 
 
Callon Petroleum Company
 
 
 
(Registrant)
 
 
 
 
 
 
 
 
 
May 9, 2019
 
/s/ Joseph C. Gatto, Jr.
 
 
 
Joseph C. Gatto, Jr.
 
 
 
President and Chief Executive Officer