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 23, 2017
TRANSATLANTIC PETROLEUM LTD. |
(Exact name of registrant as specified in its charter) |
Bermuda | 001-34574 | None |
(State or other jurisdiction of | (Commission File Number) | (IRS Employer |
incorporation) | | Identification No.) |
| | |
16803 Dallas Parkway Dallas, Texas | | 75001 |
(Address of principal executive offices) | | (Zip Code) |
Registrant’s telephone number, including area code: (214) 220-4323
(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):
| |
☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
☐ | Pre-commencement communications 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 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).
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. ☐
Item 5.07Submission of Matters to a Vote of Security Holders.
TransAtlantic Petroleum Ltd. (the “Company”), held its annual meeting of shareholders (the “Annual Meeting”) on May 23, 2017, to (i) elect seven directors to the board of directors, each for a one-year term (“Proposal 1”), (ii) appoint PMB Helin Donovan, LLP to serve as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2017, (iii) hold an advisory vote on the compensation of its named executive officers (“Proposal 3”), (iv) hold an advisory vote on whether the advisory vote on executive compensation should occur every one, two or three years (“Proposal 4”) and (v) increase the Company’s authorized share capital (“Proposal 5”). For more information about the foregoing proposals, see the Company’s definitive proxy statement dated April 10, 2017.
The table below shows the final results of the voting at the Annual Meeting:
| | | | | For | | | Against | | | Abstain | | | Broker Non-Votes | |
Proposal 1 | | | | | | | | | | | | | | | | | | | |
N. Malone Mitchell 3rd | | | | | | 25,077,979 | | | | 374,079 | | | | 36,610 | | | | 10,151,023 | |
Bob G. Alexander | | | | | | 25,100,584 | | | | 373,133 | | | | 14,951 | | | | 10,151,023 | |
Brian E. Bailey | | | | | | 24,648,883 | | | | 824,463 | | | | 15,322 | | | | 10,151,023 | |
Charles J. Campise | | | | | | 24,894,687 | | | | 578,659 | | | | 15,322 | | | | 10,151,023 | |
Marlan W. Downey | | | | | | 25,103,986 | | | | 374,281 | | | | 10,401 | | | | 10,151,023 | |
Gregory K. Renwick | | | | | | 25,105,728 | | | | 367,612 | | | | 15,328 | | | | 10,151,023 | |
Mel G. Riggs | | | | | | 24,907,289 | | | | 566,057 | | | | 15,322 | | | | 10,151,023 | |
| | | | | | | | | | | | | | | | | | | |
| | | | | For | | | Against | | | Abstain | | | Broker Non-Votes | |
Proposal 2 | | | | | | 34,251,485 | | | | 1,296,502 | | | | 91,704 | | | 0 | |
| | | | | | | | | | | | | | | | | | | |
| | | | | For | | | Against | | | Abstain | | | Broker Non-Votes | |
Proposal 3 | | | | | | 24,745,288 | | | | 698,200 | | | | 45,180 | | | | 10,151,023 | |
| | | | | | | | | | | | | | | | | | | |
| Year 1 | | | Year 2 | | | Year 3 | | | Abstain | | | Broker Non-Votes | |
Proposal 4 | | 4,263,760 | | | | 31,002 | | | | 20,900,747 | | | | 293,159 | | | | 10,151,023 | |
| | | | | | | | | | | | | | | | | | | |
| | | | | For | | | Against | | | Abstain | | | Broker Non-Votes | |
Proposal 5 | | | | | | 30,683,024 | | | | 2,488,475 | | | | 2,468,192 | | | 0 | |
| | | | | | | | | | | | | | | | | | | |
Based on the results of the advisory vote on the frequency of the advisory vote on executive compensation, the Company’s board of directors has determined that the Company will hold its advisory vote on executive compensation every three years until the next advisory vote on the frequency of the advisory vote on executive compensation.
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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.
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Date: | May 25, 2017 | | |
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| | TRANSATLANTIC PETROLEUM LTD. |
| | | |
| | By: | /s/ Chad D. Burkhardt |
| | | Chad D. Burkhardt |
| | | Vice President, General Counsel and Corporate Secretary |
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