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 22, 2017 (May 18, 2017)
WildHorse Resource Development Corporation
(Exact name of registrant as specified in its charter)
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| Delaware | | 001-37964 | | 81-3470246 |
(State or other jurisdiction of incorporation) | | (Commission File Number) | | (IRS Employer Identification No.) |
9805 Katy Freeway, Suite 400
Houston, TX 77024
(Address of principal executive offices) (Zip Code)
Registrant’s telephone number, including area code:(713) 568-4910
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))
Indicate by check mark whether the registrant is an emerging growth company as defined in 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 5.07. Submission of Matters to a Vote of Security Holders.
On May 18, 2017, WildHorse Resource Development Corporation (the “Company”) held its 2017 Annual Meeting of Stockholders (the “Annual Meeting”). The proposals voted upon at the Annual Meeting and the final voting results are indicated below. For additional information on these proposals, please see the Company’s definitive proxy statement filed with the Securities and Exchange Commission on April 3, 2017.
Proposal 1—Election of Directors
Jay C. Graham, Anthony Bahr, Richard D. Brannon, Jonathan M. Clarkson, Scott A. Gieselman, David W. Hayes, Grant E. Sims, and Tony R. Weber were elected to continue to serve as the Company’s directors until the 2018 Annual Meeting of Stockholders and until their respective successors are elected. Votes regarding the persons elected as directors were as follows:
| | | | | | |
Nominee | | For | | Withhold | | Broker Non-Votes |
Jay C. Graham | | 71,169,330 | | 8,798,340 | | 2,443,694 |
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Anthony Bahr | | 72,169,030 | | 7,798,640 | | 2,443,694 |
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Richard D. Brannon | | 71,169,240 | | 8,798,430 | | 2,443,694 |
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Jonathan M. Clarkson | | 79,794,200 | | 173,470 | | 2,443,694 |
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Scott A. Gieselman | | 71,168,730 | | 8,798,940 | | 2,443,694 |
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David W. Hayes | | 71,169,540 | | 8,798,130 | | 2,443,694 |
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Grant E. Sims | | 79,756,338 | | 211,332 | | 2,443,694 |
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Tony R. Weber | | 71,169,540 | | 8,798,130 | | 2,443,694 |
Proposal 2—Ratification of the Appointment of KPMG LLP
The appointment of KPMG LLP as the Company’s independent auditor for 2017 was ratified. The voting results were as follows:
| | | | |
For | | Against | | Abstain |
| 82,402,360 | | 4,328 | | 4,676 |
Proposal 3—Approval, by a Non-Binding Vote, of the Compensation of the Company’s Named Executive Officers
The Company’s stockholders approved, on an advisory basis, the compensation for the Company’s named executive officers. The voting results were as follows:
| | | | | | |
For | | Against | | Abstain | | Broker Non-Votes |
| 78,287,587 | | 1,669,052 | | 11,031 | | 2,443,694 |
Proposal 4—Approval, by a Non-Binding Vote, of the Frequency of Stockholder Advisory Votes on Executive Compensation
The Company’s stockholders voted, on an advisory basis, in favor of holding a future advisory stockholder vote to approve the Company’s executive compensation every three years. The voting results were as follows:
| | | | | | |
1 Year | | 2 Years | | 3 Years | | Abstain |
| 12,195,790 | | 6,301 | | 67,762,628 | | 2,951 |
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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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| WILDHORSE RESOURCE DEVELOPMENT CORPORATION |
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| By: | | /s/ Kyle N. Roane |
| Name: | | Kyle N. Roane |
| Title: | | Executive Vice President, General Counsel and Corporate Secretary |
Dated: May 22, 2017
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