form8k_052611.htm




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)
May 26, 2011 (May 25, 2011)

SM Energy Company
(Exact name of registrant as specified in its charter)



Delaware
001-31539
41-0518430
(State or other jurisdiction
(Commission
(I.R.S. Employer
of incorporation)
File Number)
Identification No.)


1775 Sherman Street, Suite 1200, Denver, Colorado
(Address of principal executive offices)
80203
(Zip Code)


Registrant’s telephone number, including area code: (303) 861-8140


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.):

[_] Written communications 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))


 
 

 

Item 5.07
Submission of Matters to a Vote of Security Holders.

On May 25, 2011, SM Energy Company (the “Company”) held its Annual Meeting of Stockholders (the “Annual Meeting”).  At the Annual Meeting, the Company’s stockholders elected all of the incumbent directors, and approved the three additional proposals described below.  Each director was elected by a majority vote.  The directors elected and the final vote tabulation for each director were as follows:
 
 
Director
 
                  For
 
                                                           Against
 
Abstain
 
Non-Votes
Barbara M. Baumann
55,385,689
306,794
2,916
4,634,960
Anthony J. Best
55,500,865
                                         174,695
19,839
4,634,960
Larry W. Bickle
55,465,404
226,889
3,106
4,634,960
Stephen R. Brand
55,160,847
67,739
466,813
4,634,960
William J. Gardiner
55,409,957
282,522
2,920
4,634,960
Julio M. Quintana
55,565,870
126,512
3,017
4,634,960
John M. Seidl
54,999,662
691,847
3,890
4,634,960
William D. Sullivan
55,638,417
54,159
2,823
4,634,960
 
The Company’s stockholders also approved the proposal to ratify the appointment by the Company’s Audit Committee of Deloitte & Touche LLP, as the Company’s independent registered public accounting firm for 2011.  The final vote tabulation for that proposal was as follows:
 
 
For
60,084,006
Against
244,964
Abstain
1,389
 
The Company’s stockholders also approved, by a non-binding advisory vote, the proposal regarding the compensation of the Company’s named executive officers.  The final vote tabulation for that proposal was as follows:
 
For
54,588,080
Against
169,785
Abstain                    937,534 
Non-Votes
4,634,960

 
    The Company’s stockholders also approved, by a non-binding advisory vote, an annual non-binding advisory vote regarding compensation of the Company’s named executive officers.  The final vote tabulation for that proposal was as follows:
 
One year
36,698,680
Two years
132,585
Three years
17,872,463
Abstain
991,671
Non-Votes
4,634,960

 
Based on these results, the Company’s Board of Directors determined to hold the non-binding advisory vote on the compensation of the Company’s named executive officers annually until the next stockholder vote on the frequency of such advisory votes.


 
 

 



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.


                             SM ENERGY COMPANY

Date:
May 26, 2011
By:
/s/ KELLY E. COLLINS
     
Kelly E. Collins
     
Director of Financial Reporting & Assistant Corporate Secretary