UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K/A
(Amendment No. 1)
CURRENT REPORT
Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): May 10, 2016
KINDER MORGAN, INC.
(Exact name of registrant as specified in its charter)
Delaware (State or other jurisdiction of incorporation) | 001-35081 (Commission File Number) | 80-0682103 (I.R.S. Employer Identification No.) |
1001 Louisiana Street, Suite 1000
Houston, Texas 77002
(Address of principal executive offices, including zip code)
713-369-9000
(Registrant’s telephone number, including area code)
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)) |
EXPLANATORY NOTE: The following Form 8-K as originally filed on May 13, 2016 was improperly coded on EDGAR as Item 7.01, instead of Item 5.07. This Form 8-K/A is being filed solely to correct the EDGAR coding. There have been no changes to the content of the Form 8-K as originally filed.
Item 5.07 | Submission of Matters to a Vote of Security Holders. |
Kinder Morgan, Inc. (“KMI”) held its 2016 Annual Meeting of Stockholders (the “Annual Meeting”) on May 10, 2016. At the Annual Meeting, a total of 1,980,963,998 shares of KMI’s common stock entitled to vote were present in person or represented by proxy, constituting a quorum for the transaction of business.
At the Annual Meeting, KMI stockholders voted on the following proposals: (1) election of fifteen nominated directors to KMI’s Board of Directors; (2) a proposal to ratify the selection of PricewaterhouseCoopers LLP as KMI’s independent registered public accounting firm for 2016 and (3) four proposals submitted by stockholders, which related to (a) a report on KMI’s response to climate change, (b) a report on methane emissions, (c) an annual sustainability report and (d) a report on diversity of the Board of Directors. Final voting results are presented below.
Proposal One - Election of Directors
KMI stockholders elected fifteen directors, each to serve until KMI’s 2017 annual meeting or, if earlier, election and qualification of his or her successor.
Nominee | For | Withheld | Broker Non-Votes |
Richard D. Kinder | 1,430,333,268 | 27,758,444 | 522,872,286 |
Steven J. Kean | 1,432,967,851 | 25,123,861 | 522,872,286 |
Ted A. Gardner | 1,057,001,693 | 401,090,019 | 522,872,286 |
Anthony W. Hall, Jr. | 1,193,645,973 | 264,445,739 | 522,872,286 |
Gary L. Hultquist | 1,426,708,170 | 31,383,542 | 522,872,286 |
Ronald L. Kuehn, Jr. | 1,194,256,977 | 263,834,734 | 522,872,286 |
Deborah A. Macdonald | 1,423,056,325 | 35,035,387 | 522,872,286 |
Michael C. Morgan | 1,431,112,767 | 26,978,945 | 522,872,286 |
Arthur Reichstetter | 1,426,747,992 | 31,343,719 | 522,872,286 |
Fayez Sarofim | 1,191,463,639 | 266,628,073 | 522,872,286 |
C. Park Shaper | 1,431,822,791 | 26,268,921 | 522,872,286 |
William A. Smith | 1,428,346,008 | 29,745,704 | 522,872,286 |
Joel V. Staff | 1,423,394,375 | 34,697,337 | 522,872,286 |
Robert F. Vagt | 1,426,730,416 | 31,361,296 | 522,872,286 |
Perry M. Waughtal | 1,425,853,600 | 32,237,666 | 522,872,286 |
Proposal Two - Ratification of Selection of PricewaterhouseCoopers LLP
KMI stockholders ratified the selection of PricewaterhouseCoopers LLP as KMI’s independent registered public accounting firm for 2016.
For | Against | Abstain | Broker Non-Votes |
1,949,240,776 | 27,350,659 | 4,372,563 | 0 |
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Proposal Three - Report on KMI’s Response to Climate Change
KMI stockholders did not approve the stockholder proposal relating to a report on KMI’s response to climate change.
For | Against | Abstain | Broker Non-Votes |
344,597,579 | 928,548,929 | 184,945,204 | 522,872,286 |
Proposal Four - Report on Methane Emissions
KMI stockholders did not approve the stockholder proposal relating to a report on methane emissions.
For | Against | Abstain | Broker Non-Votes |
420,144,691 | 852,975,312 | 184,971,708 | 522,872,286 |
Proposal Five - Annual Sustainability Report
KMI stockholders did not approve the stockholder proposal relating to an annual sustainability report.
For | Against | Abstain | Broker Non-Votes |
434,069,616 | 838,718,073 | 185,304,022 | 522,872,286 |
Proposal Six - Report on Diversity of the Board of Directors
KMI stockholders did not approve the stockholder proposal relating to a report on diversity of the Board of Directors.
For | Against | Abstain | Broker Non-Votes |
293,028,729 | 981,986,385 | 183,076,597 | 522,872,286 |
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S I G N A T U R E
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.
KINDER MORGAN, INC. | ||||
Dated: August 19, 2016 | By: | /s/ David R. DeVeau | ||||
David R. DeVeau Vice President and General Counsel | ||||||
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