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 10, 2016
KINDER MORGAN, INC.
(Exact name of registrant as specified in its charter)
Delaware (State or other jurisdiction of incorporation) | 001-35081 (Commission File Number) | 80-0682103 (I.R.S. Employer Identification No.) |
1001 Louisiana Street, Suite 1000
Houston, Texas 77002
(Address of principal executive offices, including zip code)
713-369-9000
(Registrant’s telephone number, including area code)
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:
| o | Written communications 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 communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| o | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Item 5.07 Submission of Matters to a Vote of Security Holders.
Kinder Morgan, Inc. (“KMI”) held its 2016 Annual Meeting of Stockholders (the “Annual Meeting”) on May 10, 2016. At the Annual Meeting, a total of 1,980,963,998 shares of KMI’s common stock entitled to vote were present in person or represented by proxy, constituting a quorum for the transaction of business.
At the Annual Meeting, KMI stockholders voted on the following proposals: (1) election of fifteen nominated directors to KMI’s Board of Directors; (2) a proposal to ratify the selection of PricewaterhouseCoopers LLP as KMI’s independent registered public accounting firm for 2016 and (3) four proposals submitted by stockholders, which related to (a) a report on KMI’s response to climate change, (b) a report on methane emissions, (c) an annual sustainability report and (d) a report on diversity of the Board of Directors. Final voting results are presented below.
Proposal One - Election of Directors
KMI stockholders elected fifteen directors, each to serve until KMI’s 2017 annual meeting or, if earlier, election and qualification of his or her successor.
| Nominee | For | Withheld | Broker Non-Votes |
| Richard D. Kinder | 1,430,333,268 | 27,758,444 | 522,872,286 |
| Steven J. Kean | 1,432,967,851 | 25,123,861 | 522,872,286 |
| Ted A. Gardner | 1,057,001,693 | 401,090,019 | 522,872,286 |
| Anthony W. Hall, Jr. | 1,193,645,973 | 264,445,739 | 522,872,286 |
| Gary L. Hultquist | 1,426,708,170 | 31,383,542 | 522,872,286 |
| Ronald L. Kuehn, Jr. | 1,194,256,977 | 263,834,734 | 522,872,286 |
| Deborah A. Macdonald | 1,423,056,325 | 35,035,387 | 522,872,286 |
| Michael C. Morgan | 1,431,112,767 | 26,978,945 | 522,872,286 |
| Arthur Reichstetter | 1,426,747,992 | 31,343,719 | 522,872,286 |
| Fayez Sarofim | 1,191,463,639 | 266,628,073 | 522,872,286 |
| C. Park Shaper | 1,431,822,791 | 26,268,921 | 522,872,286 |
| William A. Smith | 1,428,346,008 | 29,745,704 | 522,872,286 |
| Joel V. Staff | 1,423,394,375 | 34,697,337 | 522,872,286 |
| Robert F. Vagt | 1,426,730,416 | 31,361,296 | 522,872,286 |
| Perry M. Waughtal | 1,425,853,600 | 32,237,666 | 522,872,286 |
Proposal Two - Ratification of Selection of PricewaterhouseCoopers LLP
KMI stockholders ratified the selection of PricewaterhouseCoopers LLP as KMI’s independent registered public accounting firm for 2016.
| For | Against | Abstain | Broker Non-Votes |
| 1,949,240,776 | 27,350,659 | 4,372,563 | 0 |
Proposal Three - Report on KMI’s Response to Climate Change
KMI stockholders did not approve the stockholder proposal relating to a report on KMI’s response to climate change.
| For | Against | Abstain | Broker Non-Votes |
| 344,597,579 | 928,548,929 | 184,945,204 | 522,872,286 |
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Proposal Four - Report on Methane Emissions
KMI stockholders did not approve the stockholder proposal relating to a report on methane emissions.
| For | Against | Abstain | Broker Non-Votes |
| 420,144,691 | 852,975,312 | 184,971,708 | 522,872,286 |
Proposal Five - Annual Sustainability Report
KMI stockholders did not approve the stockholder proposal relating to an annual sustainability report.
| For | Against | Abstain | Broker Non-Votes |
| 434,069,616 | 838,718,073 | 185,304,022 | 522,872,286 |
Proposal Six - Report on Diversity of the Board of Directors
KMI stockholders did not approve the stockholder proposal relating to a report on diversity of the Board of Directors.
| For | Against | Abstain | Broker Non-Votes |
| 293,028,729 | 981,986,385 | 183,076,597 | 522,872,286 |
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S I G N A T U R E
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.
| KINDER MORGAN, INC. | ||||
| Dated: May 13, 2016 | By: | /s/ David R. DeVeau | ||||
David R. DeVeau Vice President | ||||||
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