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EOX > SEC Filings for EOX > Form 8-K on 12-Jul-2013All Recent SEC Filings

Show all filings for EMERALD OIL, INC.

Form 8-K for EMERALD OIL, INC.


12-Jul-2013

Change in Directors or Principal Officers, Submission of Matters to a Vote of S


Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

(b) Departure of Directors

Lyle Berman and Mike Krzus did not stand for re-election to the board of directors of Emerald Oil, Inc. (the "Company") at the Company's 2013 Annual Meeting of Stockholders held on July 10, 2013 in Denver, Colorado (the "Annual Meeting"), at which time they ceased to be directors of the Company. The Company expresses its appreciation for their service as directors.

(e) Approval of the Emerald Oil, Inc. Second Amended and Restated 2011 Equity Incentive Plan

At the Annual Meeting, the Company's shareholders approved the Emerald Oil, Inc. Second Amended and Restated 2011 Equity Incentive Plan (the "Plan"). A description of the material terms and conditions of the Plan is set forth on pages 36-43 of the Company's definitive proxy statement for the Annual Meeting filed with the Securities and Exchange Commission on June 7, 2013 (File No. 001-35097) and is incorporated herein by reference. The description of the Plan incorporated herein by reference does not purport to be complete and is qualified in its entirety by reference to the full text of the Plan, which is filed as Exhibit 10.1 hereto and is incorporated herein by reference.



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

The Company held the Annual Meeting for the purpose of voting on the following four proposals. As of June 10, 2013, the record date, there were 42,485,258 shares of Common Stock and 5,114,633 shares of Series B Voting Preferred Stock entitled to vote at the Annual Meeting (except for Proposal 2, on which the Series B Voting Preferred Stock was not entitled to vote).

Proposal 1-Election of Directors

The first of those proposals related to the election of five individuals to serve as directors of the Company for one-year terms expiring in 2014. The five directors elected and the tabulation of votes (both in person and by proxy) for this proposal were as follows:

Nominees for Directors       Votes For        Votes Withheld       Broker Non-Votes
Duke R. Ligon                  28,783,596            5,215,250              9,167,618
James Russell (J.R.) Reger     32,841,087            1,157,759              9,167,618
McAndrew Rudisill              33,049,403              949,443              9,167,618
Seth Setrakian                 29,151,157            4,847,689              9,167,618
Daniel L. Spears               28,372,577            5,626,269              9,167,618

Proposal 2-Approval of Payment of Certain Dividends on Series A Perpetual Preferred Stock

The second proposal related to shareholder authorization to allow the Company, at the Company's option, to pay dividends prior to April 1, 2015 on the Company's outstanding shares of Series A Perpetual Preferred Stock by the issuance of (i) additional shares of Series A Perpetual Preferred Stock valued at the same value as the initial per share purchase price of the Series A Perpetual Preferred Stock and (ii) an additional warrant to purchase additional shares of the Company's common stock, which was approved:

Votes For Votes Against Abstentions Broker Non-Vote 27,161,211 1,682,951 40,051 9,167,618

Proposal 3-Approval of Second Amended and Restated 2011 Equity Incentive Plan

The third proposal related to the adoption of the Plan, which was approved:

Votes For Votes Against Abstentions Broker Non-Vote 22,618,473 11,341,096 39,277 9,167,618

Proposal 4-Ratification of BDO USA, LLP

The fourth proposal related to the ratification of the appointment of BDO USA, LLP, an independent registered public accounting firm, as the Company's independent registered public accountants for the fiscal year ending December 31, 2013, which was approved:

Votes For Votes Against Abstentions Broker Non-Vote 42,920,479 170,659 75,326 0

Item 9.01. Exhibits.

(d) Exhibits

The following exhibits are filed in accordance with the provisions of Item 601 of Regulation S-K:

Exhibit Exhibit Description

10.1 Emerald Oil, Inc. Second Amended and Restated 2011 Equity Incentive Plan

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