Amplify Energy Corp. filed SEC Form 8-K: Submission of Matters to a Vote of Security Holders
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D)
OF THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date
of earliest event reported):
(Exact name of Registrant as Specified in its Charter)
(State or other jurisdiction of |
(Commission File Number) | (I.R.S. Employer Identification No.) |
(Address of Principal Executive Offices, including Zip Code)
(
(Registrant’s telephone number, including area code)
Not applicable
(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 communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities Registered Pursuant to Section 12(b)
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
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 5.07 | Submission of Matters to a Vote of Security Holders. |
On June 13, 2025, Amplify Energy Corp. (the “Company”) held its 2025 Annual Meeting of Stockholders (the “Annual Meeting”) virtually for the following purposes: (1) to elect five directors to serve on the Company’s board of directors with a term of office expiring at the 2026 Annual Meeting of Stockholders; (2) to ratify the appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2025 and (3) to approve, on a non-binding advisory basis, the compensation of the Company’s named executive officers. 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 Company’s proxy statement on Schedule 14A that was filed with the Securities and Exchange Commission on May 23, 2025.
Proposal 1 — Election of Directors
Deborah G. Adams, Clint Coghill, Christopher W. Hamm, Todd R. Snyder and Martyn Willsher were elected to continue to serve as the Company’s directors until the 2026 Annual Meeting of Stockholders or until their respective successors are duly elected and qualified. Votes regarding the persons elected as directors were as follows:
| Nominee | For | Against | Abstain | Broker Non-Votes | ||||
| Deborah G. Adams | 17,931,063 | 3,456,862 | 231,336 | 9,845,940 | ||||
| Clint Coghill | 20,939,317 | 427,233 | 252,711 | 9,845,940 | ||||
| Christopher W. Hamm | 18,451,946 | 3,086,358 | 80,957 | 9,845,940 | ||||
| Todd R. Snyder | 18,050,273 | 3,314,027 | 254,961 | 9,845,940 | ||||
| Martyn Willsher | 18,242,778 | 3,314,918 | 61,565 | 9,845,940 |
Proposal 2 — Ratification of the Appointment of Deloitte & Touche LLP as Independent Registered Public Accounting Firm
The appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for 2025 was ratified. The voting results were as follows:
| For | Against | Abstain | ||
| 30,687,034 | 670,929 | 107,238 |
Proposal 3 — Approval of the Compensation, on a Non-Binding Advisory Basis, of the Company’s Named Executive Officers
The compensation of the Company’s named executive officers was approved, on a non-binding advisory basis, as follows:
| For | Against | Abstain | Broker-Non-Votes | |||
| 18,032,968 | 3,353,839 | 232,454 | 9,845,940 |
SIGNATURES
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.
| AMPLIFY ENERGY CORP. | |||
| Dated: June 13, 2025 | |||
| By: | /s/ Martyn Willsher | ||
| Name: | Martyn Willsher | ||
| Title: | President and Chief Executive Officer | ||