Magnolia Oil & Gas Corp - Form 8-K Summary
Business Context and Reporting Period
This Form 8-K reports on the 2026 Annual Meeting of Stockholders held by Magnolia Oil & Gas Corporation on May 8, 2026. The filing details the voting outcomes for director elections, executive compensation, and the ratification of the independent auditor.
Key Financial Metrics
The filing text does not provide a clear value for revenue, profit, cash flow, margins, debt, or liquidity. This report focuses exclusively on corporate governance voting results.
Material Changes and Voting Results
The following actions were taken at the Annual Meeting:
- Director Elections: All eight (8) nominees were elected to one-year terms. Voting results included:
| Nominee | For | Withheld | Broker Non-Votes |
|---|---|---|---|
| Christopher G. Stavros | 172,835,380 | 2,812,423 | 3,800,061 |
| Dan F. Smith | 170,323,036 | 5,324,767 | 3,800,061 |
| Arcilia C. Acosta | 159,322,189 | 16,325,614 | 3,800,061 |
| Edward P. Djerejian | 170,064,029 | 5,583,774 | 3,800,061 |
| David M. Khani | 174,592,767 | 1,055,036 | 3,800,061 |
| James R. Larson | 168,811,411 | 6,836,392 | 3,800,061 |
| R. Lewis Ropp | 174,593,907 | 1,053,896 | 3,800,061 |
| Shandell M. Szabo | 174,593,837 | 1,053,966 | 3,800,061 |
- Say-on-Pay Vote: Stockholders approved the advisory resolution regarding 2025 executive compensation. Results: 172,184,401 For, 3,156,663 Against, 306,739 Abstentions.
- Auditor Ratification: KPMG LLP was ratified as the independent registered public accounting firm for the 2026 fiscal year. Results: 178,579,318 For, 589,404 Against, 279,142 Abstentions.
Guidance, Outlook, and Risks
The filing text does not provide a clear value for guidance, outlook, management commentary, risks, contingencies, or unusual items.
Key Facts for Investor Verification
- Verify the total number of shares outstanding to calculate the percentage of votes cast for each director, noting that Arcilia C. Acosta received the highest number of withheld votes (16,325,614).
- Confirm the specific compensation details for 2025 referenced in the approved say-on-pay vote by reviewing the definitive proxy statement.
- Review the 2026 fiscal year audit scope and fees associated with the ratification of KPMG LLP.