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
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| Date of Report (Date of Earliest Event Reported): | | April 26, 2017 |
ARCHROCK, INC.
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(Exact name of registrant as specified in its charter)
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| Delaware | 001-33666 | 74-3204509 |
_____________________ (State or other jurisdiction | _____________ (Commission | ______________ (I.R.S. Employer |
| of incorporation) | File Number) | Identification No.) |
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| 16666 Northchase Drive, | | |
| Houston, Texas | | 77060 |
_________________________________ (Address of principal executive offices) | | ___________ (Zip Code) |
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| Registrant’s telephone number, including area code: | | (281) 836-8000 |
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:
[ ] 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))
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
As previously announced, on March 31, 2017, Archrock, Inc. (the “Company”) received notice that Donald C. Wayne, the Company’s Senior Vice President, General Counsel and Secretary, will be resigning from the Company to assume a position as Executive Vice President and General Counsel of another publicly traded company. Mr. Wayne's resignation will be effective May 10, 2017. Following his resignation, Mr. Wayne will continue to provide consulting services to the Company for a 12-month period beginning May 11, 2017, pursuant to the terms of a consulting agreement between the Company and Mr. Wayne, to be entered into on May 11, 2017 (the “Consulting Agreement”). Pursuant to the Consulting Agreement, Mr. Wayne will provide consulting services that include providing assistance in connection with the Company’s transition to a new general counsel and on other matters that may be reasonably requested by an executive officer of the Company. Mr. Wayne will receive a consulting fee equal to $10,000 payable monthly starting in June 2017 and ending in December 2017, and reimbursement of business expenses.
Item 5.07 Submission of Matters to a Vote of Security Holders.
The Company held its annual meeting of stockholders on April 26, 2017. The following matters, set forth in our proxy statement filed with the Securities and Exchange Commission on March 16, 2017, were voted upon with the results indicated below:
1. Our stockholders elected the following directors to serve until the next annual meeting of stockholders or until their successors are duly elected and qualified:
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| Directors | | Votes For | | Votes Withheld | | Broker Non-Votes |
| Anne-Marie N. Ainsworth | | 52,976,792 |
| | 4,626,558 |
| | 5,114,100 |
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| Wendell R. Brooks | | 52,961,666 |
| | 4,641,684 |
| | 5,114,100 |
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| D. Bradley Childers | | 56,972,527 |
| | 630,823 |
| | 5,114,100 |
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| Gordon T. Hall | | 56,931,608 |
| | 671,742 |
| | 5,114,100 |
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| Frances Powell Hawes | | 52,957,601 |
| | 4,645,749 |
| | 5,114,100 |
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| J.W.G. Honeybourne | | 56,959,850 |
| | 643,500 |
| | 5,114,100 |
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| James H. Lytal | | 56,752,976 |
| | 851,374 |
| | 5,114,100 |
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| Mark A. McCollum | | 50,571,522 |
| | 7,031,828 |
| | 5,114,100 |
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2. Our stockholders ratified the appointment of Deloitte & Touche LLP as our independent registered public accounting firm for fiscal year 2017:
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| Votes For | | Votes Against | | Abstentions | | Broker Non-Votes |
| 62,207,491 |
| | 481,489 |
| | 28,470 |
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3. Our stockholders approved the Archrock, Inc. 2017 Employee Stock Purchase Plan:
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| Votes For | | Votes Against | | Abstentions | | Broker Non-Votes |
| 57,215,096 |
| | 343,927 |
| | 44,327 |
| | 5,114,100 |
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4. Our stockholders approved the compensation provided to our Named Executive Officers for 2016, as disclosed in the proxy statement:
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| Votes For | | Votes Against | | Abstentions | | Broker Non-Votes |
| 54,981,495 |
| | 2,258,175 |
| | 363,680 |
| | 5,114,100 |
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5. Our stockholders elected to hold future stockholder advisory votes on executive compensation on an annual basis:
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| Every Year | | Every Two Years | | Every Three Years | | Abstentions |
| 43,718,393 |
| | 23,441 |
| | 13,804,498 |
| | 57,018 |
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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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| | | ARCHROCK, INC. |
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| May 2, 2017 | | By: | | /s/ DAVID S. MILLER |
| | | | | David S. Miller |
| | | | | Senior Vice President and Chief Financial Officer |
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