Form 8-K

 

 

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 20, 2014 (May 20, 2014)

 

 

RANGE RESOURCES CORPORATION

(Exact name of registrant as specified in its charter)

 

 

 

Delaware   001-12209   34-1312571

(State or other jurisdiction of

incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

 

100 Throckmorton, Suite 1200

Ft. Worth, Texas

  76102
(Address of principal executive offices)   (Zip Code)

Registrant’s telephone number, including area code: (817) 870-2601

(Former name or former address, if changed since last report): Not applicable

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligations of the registrant under any of the following provisions (see General Instruction A.2. below):

 

¨   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 5.07 SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.

The annual stockholders meeting (the “Annual Meeting”) of Range Resources Corporation (the “Company”) was held on Tuesday, May 20, 201 at 9:00 a.m. Central Time at the Norris Conference Center, Red Oak Ballroom A, 304 Houston Street in Fort Worth, Texas. As of March 28, 2014, the record date for the Annual Meeting, there were 163,759,495 shares of common stock issued and outstanding. A quorum of 150,349,862 shares of common stock was present or represented at the Annual Meeting.

The matters submitted to a vote of security holders at the Annual Meeting were as follows:

 

  1. Stockholders elected each of the Company’s nine nominees for directors to serve a term of one year to expire at the 2015 Annual Meeting or until their successors are duly elected and qualified, as set forth below:

 

Name

 

Votes For

 

% of Voted

 

Votes Against

 

Abstentions

 

Broker Non-Votes

Anthony V. Dub

  138,203,731   99.18%   848,066   293,666   11,004,399

V. Richard Eales

  138,282,405   99.23%   771,030   292,028   11,004,399

Allen Finkelson

  137,710,903   98.82%   1,342,473   292,087   11,004,399

James M. Funk

  138,552,161   99.43%   435,769   357,533   11,004,399

Jonathan S. Linker

  138,045,558   99.06%   1,007,414   292,491   11,004,399

Mary Ralph Lowe

  138,646,100   99.49%   341,615   357,748   11,004,399

Kevin S. McCarthy

  136,752,273   98.13%   2,233,880   359,310   11,004,399

John H. Pinkerton

  138,285,750   99.23%   769,610   290,103   11,004,399

Jeffrey L. Ventura

  138,496,126   99.39%   561,702   287,635   11,004,399

 

  2. Stockholders approved, on an advisory basis, the compensation of the Named Executive Officers.

 

Votes For

 

% of Voted

 

Votes Against

 

Abstentions

 

Broker Non-Votes

133,858,446

  96.06%   5,057,038   429,979   11,004,399

 

  3. Stockholders ratified the selection of Ernst & Young LLP as the Company’s independent registered public accounting firm, as set forth below:

 

Votes For

 

% of Voted

 

Votes Against

 

Abstentions

 

Broker Non-Votes

149,518,472

  99.44%   541,458   289,932   —  

 

  4. The stockholder proposal seeking a report for investors on the Company’s policies and plans to set quantitative targets for methane emissions was withdrawn on May 19, 2014. On that date, Proposal 4 had received less than 10% of “Votes For” the proposal.


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.

 

RANGE RESOURCES CORPORATION
By:   /s/ David P. Poole
  David P. Poole
  Senior Vice President-General Counsel and Corporate Secretary

Date: May 20, 2014