Item 5.07
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Submission of Matters to a Vote of Security Holders.
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On May 20, 2020, Amplify Energy Corp. (the Company) held its 2020 Annual Meeting of Stockholders (the Annual Meeting) in Houston,
Texas for the following purposes: (1) to elect six directors to serve on the Companys board of directors with a term of office expiring at the 2021 Annual Meeting of Stockholders; (2) to ratify the appointment of Deloitte &
Touche LLP as the Companys independent registered public accounting firm for the fiscal year ending December 31, 2020; (3) to approve, on an advisory basis, the compensation of the Companys named executive officers; and (4) to
approve, on an advisory basis, the frequency of future advisory votes on executive compensation. The proposals voted upon at the Annual Meeting and the final voting results are indicated below. For additional information on these proposals, please
see the Companys proxy statement on Schedule 14A that was filed with the Securities and Exchange Commission on April 7, 2020.
Proposal 1
Election of Directors
Christopher W. Hamm, Scott L. Hoffman, Randal T. Klein, Evan S. Lederman, David H. Proman and Todd R. Snyder were
elected to continue to serve as the Companys directors until the 2021 Annual Meeting of Stockholders or until their respective successors are duly elected and qualified. Votes regarding the persons elected as directors were as follows:
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Nominee
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For
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Against
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Abstain
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Broker
Non-Votes
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Christopher W. Hamm
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25,408,054
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853,977
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380,546
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8,214,809
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Scott L. Hoffman
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23,493,771
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2,769,241
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379,565
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8,214,809
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Randal T. Klein
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25,375,204
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886,851
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380,522
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8,214,809
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Evan S. Lederman
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25,649,820
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612,194
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380,563
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8,214,809
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David H. Proman
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24,733,271
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1,568,463
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340,843
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8,214,809
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Todd R. Snyder
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24,535,314
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1,727,705
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379,558
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8,214,809
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Proposal 2 Ratification of the Appointment of Deloitte & Touche LLP as
Independent Auditor
The appointment of Deloitte & Touche LLP as the Companys independent auditor for 2020 was ratified. The voting
results were as follows:
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For
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Against
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Abstain
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34,438,496
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86,707
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332,183
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Proposal 3 Approval of the Compensation, on an Advisory Basis, of the Companys
Named Executive Officers
The compensation of the Companys named executive officers was approved, on an advisory basis, as follows:
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For
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Against
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Abstain
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Broker
Non-Votes
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23,884,916
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2,036,657
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721,004
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8,214,809
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Proposal 4 Approval, on an Advisory Basis, of the Frequency of Future Advisory
Votes on Executive Compensation
The frequency of advisory votes on executive compensation to occur every year was approved, on an advisory basis,
as follows:
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Every Year
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Every Two Years
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Every Three Years
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Abstain
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25,352,912
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16,361
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575,526
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697,778
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The Company has determined that it will hold an advisory vote on executive compensation every
year, until the next stockholder advisory vote on the preferred frequency of advisory votes on executive compensation.