Business Context and Reporting Period
This Form 8-K filing by California Resources Corporation reports on the results of the 2015 Annual Meeting of Stockholders held on May 7, 2015. The report was filed on May 12, 2015.
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 and voting outcomes.
Material Changes and Voting Results
The following matters were submitted to a vote of security holders at the Annual Meeting:
- Election of Directors: All three Class I nominees proposed by the Board were elected.
- Justin A. Gannon: 288,738,330 votes for; 2,487,295 withheld.
- Avedick B. Poladian: 286,960,834 votes for; 4,264,791 withheld.
- Timothy J. Sloan: 288,361,581 votes for; 2,864,044 withheld.
- Ratification of Auditors: The selection of KPMG as the independent registered public accounting firm for fiscal 2015 was approved with 338,888,846 votes for and 771,520 votes against.
- Executive Compensation (Say-on-Pay): The advisory vote to approve named executive officer compensation was approved with 286,117,757 votes for and 4,372,213 votes against.
- Frequency of Say-on-Pay: Stockholders voted to hold an advisory vote on executive compensation annually.
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 contextualize the voting percentages.
- Confirm the specific terms of the engagement with KPMG for fiscal 2015.
- Review the proxy statement for details on the executive compensation package approved by stockholders.
- Note that broker non-votes were recorded for the director elections and the say-on-pay proposal but did not affect the outcome of the approvals.