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): June 6, 2018

 

 

HESS CORPORATION

(Exact Name of Registrant as Specified in Its Charter)

 

 

 

DELAWARE		No. 1-1204		No. 13-4921002
(State or Other Jurisdiction of Incorporation)		(Commission File Number)		(IRS Employer Identification No.)

1185 Avenue of the Americas

New York, New York 10036

(Address of Principal Executive Offices) (Zip Code)

Registrant’s Telephone Number, Including Area Code: (212) 997-8500

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:

 

☐	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 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.  ☐

 

 

 

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Item 5.07. Submission of Matters to a Vote of Security Holders.

The Company’s 2018 Annual Meeting was held on June 6, 2018. The following is a summary of the matters voted upon at the 2018 Annual Meeting and the voting results for each such matter:

Proposal 1 – Election of Directors. Each of the following twelve director nominees received at least 95.5% of the votes cast and was elected as a director for the ensuing one-year term or until his or her respective successor is elected or appointed:

 

Name		For				Against				Abstain				Broker Non-Votes
Rodney F. Chase			241,720,008				1,426,419				227,020				21,342,947
Terrence J. Checki			240,254,329				2,923,314				195,804				21,342,947
Leonard S. Coleman Jr.			240,873,857				2,297,036				202,554				21,342,947
John B. Hess			242,296,371				926,219				150,857				21,342,947
Edith E. Holiday			232,616,377				10,617,838				139,232				21,342,947
Risa Lavizzo-Mourey			239,536,846				3,703,121				133,480				21,342,947
Marc S. Lipschultz			241,637,109				1,528,834				207,504				21,342,947
David McManus			234,944,141				8,203,379				225,927				21,342,947
Kevin O. Meyers			240,356,954				2,836,069				180,424				21,342,947
James H. Quigley			241,167,044				2,027,076				179,327				21,342,947
Fredric G. Reynolds			241,688,820				1,484,149				200,478				21,342,947
William G. Schrader			241,171,299				2,016,781				185,367				21,342,947

Proposal 2 – Advisory Vote on Executive Compensation. The proposal to approve (on an advisory basis) the compensation of the Company’s named executive officers, as disclosed in the 2018 Proxy Statement, received the vote of 95.3% of the shares present in person or represented by proxy and entitled to vote at the Meeting.

 

For			231,855,657
Against			10,831,043
Abstain			686,747
Broker Non-Votes			21,324,947

Proposal 3 – Ratification of Independent Auditors. The proposal to ratify the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2018 received the vote of 98.2% of the shares present in person or represented by proxy and entitled to vote at the Meeting.

 

For			259,965,467
Against			4,558,352
Abstain			192,575

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SIGNATURE

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.

Date: June 11, 2018