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

On July 17, 2012, CVR Energy, Inc. (the "Company") held its annual meeting of the stockholders of the Company. The stockholders of the Company voted on three proposals, consisting of (1) election of ten directors to the board of directors of the Company (the "Board"), (2) ratification of the appointment of KPMG LLP as the independent registered public accounting firm of the Company for the fiscal year ending December 31, 2012, and (3) approval by a non-binding advisory vote of the Company's named executive officer compensation (referred to as "Say-on-Pay"). For more information regarding the foregoing proposals, please see the Company's Proxy Statement dated July 2, 2012, which was filed with the Securities and Exchange Commission pursuant to Regulation 14A of the Securities Exchange Act of 1934, as amended.

At the annual meeting of the stockholders of the Company, (1) all of the Board's nominees for director were elected, (2) the appointment of KPMG LLP as the independent registered public accounting firm of the Company for the fiscal year ending December 31, 2012 was ratified, and (3) the stockholders approved, by a non-binding advisory vote, the Company's named executive officer compensation (or "Say-on-Pay"). The voting results for each of the proposals are summarized below.

Proposal 1 - Election of Directors

The nominees listed below were elected to the Board, with the respective votes set forth opposite of each nominee's name:

Votes Against Broker Director Votes For or Withheld Votes Abstain Non-Votes Bob G. Alexander 81,573,820 128,282 0 3,972

SungHwan Cho 75,524,591 6,177,511 0 3,972

Carl C. Icahn 79,598,889 2,103,213 0 3,972

Vincent J. Intrieri 79,204,934 2,497,168 0 3,972

John J. Lipinski 76,235,836 5,466,266 0 3,972

Samuel Merksamer 79,192,785 2,509,317 0 3,972

Stephen Mongillo 81,566,717 135,385 0 3,972

Daniel A. Ninivaggi 75,477,298 6,224,804 0 3,972

James M. Strock 81,574,840 127,262 0 3,972

Glenn R. Zander 81,573,670 128,432 0 3,972

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Proposal 2 - Ratify the Audit Committee's Selection of KPMG

The appointment by the Company's Audit Committee of KPMG LLP as the independent registered public accounting firm of the Company for the fiscal year ending December 31, 2012 was ratified by the following vote:

Votes Against Broker Votes For or Withheld Votes Abstain Non-Votes 81,689,269 16,077 728 0

Proposal 3 - Non-Binding, Advisory Vote on Named Executive Officer Compensation
(Say-on-Pay)

The stockholders approved, by a non-binding advisory vote, the Company's named executive officer compensation (or "Say-on-Pay") by the following vote:

Votes Against Broker Votes For or Withheld Votes Abstain Non-Votes 81,381,420 258,672 62,010 3,972

A description of the Transaction Agreement between the Company and affiliates of Carl C. Icahn, pursuant to which certain of the directors elected by our stockholders at the annual meeting were initially appointed to our board, is included in our Current Report on Form 8-K filed on April 23, 2012, which information is incorporated herein by reference.

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