UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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): September 1, 2017 (August 23, 2017)
 
PetroQuest Energy, Inc.
(Exact Name of Registrant as Specified in Charter)  
 
 
 
 
 
 
 
Delaware
 
001-32681
 
72-1440714
(State or Other Jurisdiction
of Incorporation)
 
(Commission
File Number)
 
(I.R.S. Employer
Identification No.)
 
 
                                             400 E. Kaliste Saloom Rd., Suite 6000
                                              Lafayette, Louisiana
 
70508
                                                (Address of Principal Executive Offices)
 
(Zip Code)

Registrant’s Telephone Number, Including Area Code: (337) 232-7028

                        
(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 ( see General Instruction A.2. below):
 
 
 
Written communication 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 communication pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
 
 
Pre-commencement communication 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 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).
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 8.01 Other Events.

As previously disclosed, PetroQuest Energy, Inc. (the “ Company ”) has not paid six full quarterly dividends with respect to the Company’s 6.875% Series B Cumulative Convertible Perpetual Preferred Stock (the “ Preferred Stock ”) due to restrictions contained in the Company’s credit facilities. As a result, the holders of the Preferred Stock, voting as a single class, have the right to elect two additional directors to the Company’s Board of Directors (the “ Board ”) until all accumulated and unpaid dividends on the Preferred Stock have been paid in full. On August 23, 2017, the Board received written notice from two affiliated holders of the Preferred Stock exercising this right by requesting that the Board call a special meeting of the holders of the Preferred Stock for the purpose of electing the additional directors, as set forth in Section 4(ii) of the Certificate of Designations establishing the Preferred Stock, dated September 24, 2007 (the “ Certificate of Designations ”). The Company intends to comply with Section 4(ii) of the Certificate of Designations, which provides that the Board will provide notice of such meeting within 60 days after such written request.







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: September 1, 2017
PETROQUEST ENERGY, INC.

/s/ J. Bond Clement             
J. Bond Clement
Executive Vice President, Chief Financial Officer and Treasurer