UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of report (Date of earliest event reported): April 26, 2019 (April 23, 2019)
WARRIOR MET COAL, INC.
(Exact Name of Registrant as Specified in Charter)
| Delaware | 001-38061 | 81-0706839 | ||
|
(State or other jurisdiction of incorporation or organization) |
(Commission File Number) |
(IRS Employer Identification No.) |
||
|
16243 Highway 216 Brookwood, Alabama |
35244 | |||
| (Address of principal executive offices) | (Zip Code) | |||
Registrant’s telephone number, including area code: (205) 554-6150
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:
| ☐ |
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)) |
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. |
The 2019 Annual Meeting of Stockholders (the “Annual Meeting”) of Warrior Met Coal, Inc. (the “Company”) was held on April 23, 2019. Summarized below are descriptions of the matters voted on at the Annual Meeting and the final results of such voting:
Proposal 1 – Election of Directors . The stockholders elected each of the seven director nominees to serve as directors until the Company’s 2020 Annual Meeting of Stockholders and until a successor is duly elected and qualified. Each nominee was a current director of the Company who was re-elected. The voting for the directors at the Annual Meeting was as follows:
|
Name |
Votes For | Votes Withheld | Broker Non-Votes | |||||||||
|
Stephen D. Williams |
42,047,884 | 363,082 | 2,513,166 | |||||||||
|
Ana B. Amicarella |
42,056,195 | 354,771 | 2,513,166 | |||||||||
|
J. Brett Harvey |
42,044,405 | 366,561 | 2,513,166 | |||||||||
|
Trevor Mills |
41,481,960 | 929,006 | 2,513,166 | |||||||||
|
Walter J. Scheller, III |
42,070,231 | 340,735 | 2,513,166 | |||||||||
|
Alan H. Schumacher |
41,764,136 | 646,830 | 2,513,166 | |||||||||
|
Gareth Turner |
41,928,914 | 482,053 | 2,513,166 | |||||||||
Proposal 2 – Advisory Vote on Executive Compensation . The stockholders approved, on an advisory basis, the compensation of our named executive officers as disclosed in accordance with Securities and Exchange Commission compensation disclosure rules. The result of the vote taken at the Annual Meeting was as follows:
|
Votes For |
Votes Against |
Abstentions |
Broker Non-Votes |
|||
| 41,643,295 | 732,119 | 35,552 | 2,513,166 | |||
Proposal 3 – Approval of the Management Proposal to Amend the Company’s Certificate of Incorporation . The stockholders approved the management proposal to amend the Company’s Certificate of Incorporation in order to effect a three-year extension to the transfer restrictions designed to avoid imposition of limitations on the utilization of the Company’s net operating losses and deferred tax assets, pursuant to sections 382 and 383 of the Internal Revenue Code. The result of the vote taken at the Annual Meeting was as follows:
|
Votes For |
Votes Against |
Abstentions |
Broker Non-Votes |
|||
| 42,058,733 | 341,765 | 10,477 | 2,513,166 | |||
Proposal 4 – Ratification of Appointment of Independent Registered Public Accounting Firm . The stockholders ratified the appointment of Ernst & Young LLP as the independent registered public accounting firm of the Company for the year ending December 31, 2019. The result of the vote taken at the Annual Meeting was as follows:
|
Votes For |
Votes Against |
Abstentions |
||
| 44,919,423 | 3,188 | 1,521 | ||
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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.
| Warrior Met Coal, Inc. | ||||||||
| Date: April 26, 2019 | By: | /s/ Dale W. Boyles | ||||||
|
Dale W. Boyles Chief Financial Officer |
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