|
||||||||||||||||||||||||||
| SEC Info℠ | | | Home | | | Search | | | My Interests | | | Help | | | Sign In | | | Please Sign In | |||||||
|
||||||||||||||||||||||||||
As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 5/17/21 Cimarex Energy Co. 8-K:3,5,9 5/12/21 11:248K Toppan Merrill/FA |
Document/Exhibit Description Pages Size 1: 8-K Current Report HTML 36K 2: EX-3.1 Articles of Incorporation/Organization or Bylaws HTML 26K 7: R1 Cover HTML 49K 9: XML IDEA XML File -- Filing Summary XML 12K 6: XML XBRL Instance -- tm2116377d1_8k_htm XML 15K 8: EXCEL IDEA Workbook of Financial Reports XLSX 6K 4: EX-101.LAB XBRL Labels -- xec-20210512_lab XML 97K 5: EX-101.PRE XBRL Presentations -- xec-20210512_pre XML 64K 3: EX-101.SCH XBRL Schema -- xec-20210512 XSD 12K 10: JSON XBRL Instance as JSON Data -- MetaLinks 25± 33K 11: ZIP XBRL Zipped Folder -- 0001104659-21-067094-xbrl Zip 18K
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
CURRENT REPORT
Pursuant to Section 13 Or 15(d) of The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): i May 12, 2021
(Exact name of registrant as specified in its charter)
| i Delaware | i 001-31446 | i 45-0466694 | ||
| (State or other jurisdiction of incorporation) |
(Commission File Number) | (I.R.S. Employer Identification No.) |
| i 1700 Lincoln Street, i Suite 3700, i Denver, i Colorado | i 80203 | |
| (Address of principal executive offices) | (Zip Code) |
| Registrant’s telephone number, including area code | i 303- i 295-3995 |
N/A
(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:
i ¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
i ¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
i ¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
i ¨ 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:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||
| i Common Stock ($0.01 par value) | i XEC | i 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).
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 3.03 MATERIAL MODIFICATION TO RIGHTS OF SECURITY HOLDERS
At the annual meeting of shareholders of Cimarex Energy Co. (the “Registrant”) held on May 12, 2021, the shareholders of the Registrant approved an amendment to the Registrant’s amended and restated certificate of incorporation to provide for the annual election of directors. The certificate of incorporation previously provided for a classified board of directors. The amended and restated certificate of incorporation, which became effective on May 12, 2021, is filed as Exhibit 3.1 to this Form 8-K.
ITEM 5.03 AMENDMENTS TO ARTICLES OF INCORPORATION OR BYLAWS; CHANGE IN FISCAL YEAR
The information set forth in Item 3.03 above is incorporated by reference herein.
ITEM 5.07 SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
The annual meeting of shareholders of the Registrant was held on May 12, 2021. Five proposals were voted upon at the annual meeting. Following are the results of the balloting:
| Item 1. | Elect two Class I directors for terms expiring in 2024. |
| Class I Director |
For |
Against |
Abstentions | Broker Non-Votes | ||||||||||||
| Kathleen A. Hogenson | 88,539,119 | 1,300,199 | 91,882 | 3,894,496 | ||||||||||||
| Lisa A. Stewart | 79,004,351 | 10,849,717 | 77,131 | 3,894,497 | ||||||||||||
| Item 2. | Advisory vote on executive compensation. |
| For | Against | Abstentions | Broker Non-Votes | |||||||||||
| 83,558,341 | 6,084,709 | 288,145 | 3,894,501 | |||||||||||
| Item 3. | Approval of the Amended and Restated 2019 Equity Incentive Plan. |
| For | Against | Abstentions | Broker Non-Votes | |||||||||||
| 82,303,722 | 7,358,052 | 269,421 | 3,894,501 | |||||||||||
| Item 4. | Approval of the Amendment and Restatement of the Restated Certificate of Incorporation to provide for the annual election of all directors. |
| For | Against | Abstentions | Broker Non-Votes | |||||||||||
| 89,470,957 | 407,021 | 53,219 | 3,894,499 | |||||||||||
| Item 5. | Ratify the appointment of KPMG LLP as independent auditors for 2021. |
| For | Against | Abstentions | ||||||||
| 92,643,563 | 1,055,725 | 126,408 | ||||||||
C:
C: 3
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS
| Exhibit No. | Exhibit Name | |
| 3.1 | Amended and Restated Certificate of Incorporation of Cimarex Energy Co. dated May 12, 2021 | |
| 104 | Cover Page Interactive Data File (formatted in Inline XBRL and contained in Exhibit 101) |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, Cimarex has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| CIMAREX ENERGY CO. | ||
| Dated: May 14, 2021 | By: | /s/ Francis B. Barron |
| Francis B. Barron | ||
| Senior Vice President—General Counsel | ||
C:
4
C:
| This ‘8-K’ Filing | Date | Other Filings | ||
|---|---|---|---|---|
 | ||||
| Filed as of: | 5/17/21 | |||
| Filed on: | 5/14/21 | |||
| For Period end: | 5/12/21 | DEF 14A, PRE 14A | ||
| List all Filings | ||||
As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 8/23/21 Cimarex Energy Co. DEFM14A 1:5.5M Toppan Merrill/FA 8/23/21 Coterra Energy Inc. 424B3 1:4.7M Toppan Merrill/FA 8/13/21 Coterra Energy Inc. S-4/A 10:5.5M Toppan Merrill/FA 8/06/21 Cimarex Energy Co. 10-Q 6/30/21 65:7.9M 6/30/21 Coterra Energy Inc. S-4 13:5.1M Toppan Merrill/FA 5/20/21 Cimarex Energy Co. S-8 5/20/21 6:388K Toppan Merrill/FA |