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): November 11, 2014

 

Samson Oil & Gas Limited

(Exact name of registrant as specified in its charter)

 

Australia		001-33578		N/A
(State or other jurisdiction of incorporation or organization)		(Commission file number)		(I.R.S. Employer Identification Number)
Level 16, AMP Building, 140 St Georges Terrace Perth, Western Australia 6000
(Address of principal executive offices)				(Zip Code)

 

Registrant’s telephone number, including area code: 011 61 8 9220 9830

 

(Former name or former address, if changed since last report)

 

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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:

 

o	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o	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 General Meeting of Samson Oil & Gas Limited (the “Company”) was held on November 11, 2014. At the Annual General Meeting, Victor Rudenno was re-elected as a Director of the Company; the appointment of RSM Bird Cameron as the Company’s Australian auditors was approved; the allocation of shares and options was ratified; and the advisory vote on named executive officer compensation was approved. The advisory vote on the Remuneration Report required by the Australian Stock Exchange was not approved. The Long Term Incentive Plan 2014 (“LTIP”) and the related U.S. Base Equity Incentive Plan were not approved. In addition, resolutions on the issue of options to Dr Victor Rudenno, Dr DeAnn Craig, and Mr Keith Skipper and the grant of restricted shares under the LTIP to Terence Barr were not approved.

 

The voting results of the Annual General Meeting are set forth in Exhibit 99.1 and are incorporated herein by reference.

 

ITEM 9.01 Financial Statements and Exhibits.

 

(d) Exhibits

 

Exhibit No.		Description
99.1		Press release reporting the voting results of the Annual General Meeting of Samson Oil & Gas Limited dated November 11, 2014.

 

  

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: November 12, 2014
	Samson Oil & Gas Limited
	By:	/s/ Robyn Lamont
		Robyn Lamont
		Chief Financial Officer

 

 

 

 

Exhibit 99.1

 

 

 

 

SAMSON OIL & GAS LIMITED ANNOUNCES RESULTS OF ANNUAL GENERAL MEETING

Perth 11 November 2014

 

Pursuant to ASX Listing Rule 3.13.2, Samson Oil & Gas Limited advises on the outcome of voting on the resolutions put to shareholders at the Annual General Meeting held today 11 November 2014.

 

Details of the voting in regard to the resolutions (together with the information required to be given by Section 251AA of the Corporations Act) was as follows:

 

Resolution 1 – Re - Election of Victor Rudenno as a Director

Resolution passed by a show of hands. Proxy votes were as follows:

 

Votes of proxies directed to vote for the resolution	:	360,284,074
Votes of proxies directed to vote against the resolution	:	150,472,875
Votes of proxies directed to abstain on the resolution	:	17,058,686
Votes of proxies able to vote at the proxies' discretion	:	-

 

Resolution 2 – Adoption of Remuneration Report

Resolution defeated by a show of hands. Proxy votes were as follows:

 

Votes of proxies directed to vote for the resolution	:	236,966,021
Votes of proxies directed to vote against the resolution	:	248,091,455
Votes of proxies directed to abstain on the resolution	:	42,758,159
Votes of proxies able to vote at the proxies' discretion	:	-

 

Resolution 3 – Ratify allotment of shares and options

Proxy votes were as follows:

 

Votes of proxies directed to vote for the resolution	:	259,426,523
Votes of proxies directed to vote against the resolution	:	250,558,009
Votes of proxies directed to abstain on the resolution	:	17,831,103
Votes of proxies able to vote at the proxies' discretion	:	-

 

 

 

 

 

Resolution 3 was passed on a Poll. Votes were as follows:

 

Votes of proxies directed to vote for the resolution	:	259,426,523
Votes of proxies directed to vote against the resolution	:	250,558,009
Votes of proxies directed to abstain on the resolution	:	17,831,103
Votes of proxies able to vote at the proxies' discretion	:	-

 

Resolution 4 – Appointment of new auditor

Resolution passed by a show of hands. Proxy votes were as follows:

 

Votes of proxies directed to vote for the resolution	:	435,491,910
Votes of proxies directed to vote against the resolution	:	79,626,319
Votes of proxies directed to abstain on the resolution	:	12,687,406
Votes of proxies able to vote at the proxies' discretion	:	-

 

Resolution 5 – Approve issue of options to Dr V Rudenno

Resolution was defeated by a show of hands. Proxy votes were as follows:

 

Votes of proxies directed to vote for the resolution	:	206,633,062
Votes of proxies directed to vote against the resolution	:	298,016,082
Votes of proxies directed to abstain on the resolution	:	23,166,491
Votes of proxies able to vote at the proxies' discretion	:	-

 

Resolution 6 – Approve issue of options to Dr D Craig

Resolution was defeated by a show of hands. Proxy votes were as follows:

 

Votes of proxies directed to vote for the resolution	:	212,579,907
Votes of proxies directed to vote against the resolution	:	297,949,522
Votes of proxies directed to abstain on the resolution	:	17,286,206
Votes of proxies able to vote at the proxies' discretion	:	-

 

 

 

 

 

Resolution 7 – Approve issue of options to Mr K Skipper

Resolution was defeated by a show of hands. Proxy votes were as follows:

  

Votes of proxies directed to vote for the resolution	:	211,722,665
Votes of proxies directed to vote against the resolution	:	297,857,762
Votes of proxies directed to abstain on the resolution	:	18,235,208
Votes of proxies able to vote at the proxies' discretion	:	-

 

Resolution 8 – Adoption of long term incentive plan (LTIP)

Resolution was defeated by a show of hands. Proxy votes were as follows:

 

Votes of proxies directed to vote for the resolution	:	221,579,395
Votes of proxies directed to vote against the resolution	:	288,069,936
Votes of proxies directed to abstain on the resolution	:	18,166,304
Votes of proxies able to vote at the proxies' discretion	:	-

 

Resolution 9 – Grant of restricted shares under the LTIP to Mr T Barr

Resolution 9 was withdrawn. Proxy votes were as follows:

 

Votes of proxies directed to vote for the resolution	:	183,786,170
Votes of proxies directed to vote against the resolution	:	313,969,056
Votes of proxies directed to abstain on the resolution	:	30,606,409
Votes of proxies able to vote at the proxies' discretion	:	-

 

Resolution 10 – Advisory vote on named executive officer compensation

Resolution 10 passed by a show of hands. Proxy votes were as follows:

 

Votes of proxies directed to vote for the resolution	:	250,861,241
Votes of proxies directed to vote against the resolution	:	250,451,530
Votes of proxies directed to abstain on the resolution	:	26,502,864
Votes of proxies able to vote at the proxies' discretion	:	-

 

 

Resolution 11 – Advisory of U.S base equity incentive plan (U.S base plan)

Resolution 11 was withdrawn. Proxy votes were as follows:

 

Votes of proxies directed to vote for the resolution	:	249,985,012
Votes of proxies directed to vote against the resolution	:	259,931,980
Votes of proxies directed to abstain on the resolution	:	17,898,643
Votes of proxies able to vote at the proxies' discretion	:	-

 

 

For and on behalf of the Board of Directors of
SAMSON OIL & GAS LIMITED

 

DENIS RAKICH
Company Secretary