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): May 09, 2024 |
Atlas Energy Solutions Inc.
(Exact name of Registrant as Specified in Its Charter)
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Delaware | 001-41828 | 93-2154509 |
(State or Other Jurisdiction
of Incorporation) | (Commission File Number) | (IRS Employer
Identification No.) |
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5918 W. Courtyard Drive Suite 500 | |
Austin, Texas | | 78730 |
(Address of Principal Executive Offices) | | (Zip Code) |
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Registrant’s Telephone Number, Including Area Code: (512) 220-1200 |
(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))
Securities registered pursuant to Section 12(b) of the Act:
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Title of each class
| | Trading
Symbol(s) | |
Name of each exchange on which registered
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Common stock, par value $0.01 per share | | AESI | | New York Stock Exchange |
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 5.07 Submission of Matters to a Vote of Security Holders.
At the Annual Meeting of Stockholders of Atlas Energy Solutions Inc., a Delaware corporation (the “Company”), held on May 9, 2024 (the “2024 Annual Meeting”), the matters voted upon by the Company’s stockholders and the number of votes cast for, against or withheld, as well as the number of abstentions and broker non-votes as to such matters, were as stated below. The proposals related to each matter are described in detail in the Company’s definitive proxy statement for the 2024 Annual Meeting, which was filed with the U.S. Securities and Exchange Commission on March 29, 2024.
Proposal 1 - Election of Directors.
The Company’s stockholders were requested to elect the following nominees to serve as Class I directors of the Company’s board of directors (the “Board”) for three-year terms expiring at the 2027 Annual Meeting of Stockholders. The voting results were as follows:
| | | |
Director | For | Withheld | Broker Non-Votes |
Ben M. “Bud” Brigham | 30,798,952 | 2,884,353 | 42,189,891 |
J. Michael Howard | 30,301,427 | 3,381,878 | 42,189,891 |
Proposal 2 - Ratification of Appointment of Independent Registered Public Accounting Firm.
The Company’s stockholders were requested to ratify the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2024. The voting results were as follows:
| | |
For | Against | Abstentions |
75,850,276 | 20,108 | 2,812 |
Item 8.01 Other Events.
Effective as of the date of the 2024 Annual Meeting, the Board resolved to reduce its size from nine to eight members. Following the completion of the 2024 Annual Meeting, the Board now consists of eight members, including Ben M. “Bud” Brigham, Gayle Burleson, Stacy Hock, J. Michael Howard, A. Lance Langford, Mark P. Mills, Douglas Rogers, and Robb L. Voyles.
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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| | | ATLAS ENERGY SOLUTIONS INC. |
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Date: | May 10, 2024 | By: | /s/ John Turner |
| | | Name: John Turner
Title: President, Chief Executive Officer & Chief Financial Officer |
