ren-8ka_20170512.htm

 

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 8-K/A

(Amendment No. 1)

 

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 12, 2017

 

Resolute Energy Corporation

(Exact name of registrant as specified in its charter)

 

Delaware

 

001-34464

 

27-0659371

(State or other jurisdiction of

incorporation or organization)

 

(Commission

File Number)

 

(I.R.S. Employer Identification

Number)

 

1700 Lincoln Street, Suite 2800, Denver, CO

(Address of principal executive offices)

 

80203

(Zip Code)

 

Registrant’s telephone number, including area code:  303-534-4600

 

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 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))

Indicate by check mark whether the registrant is an emerging growth company as defined in 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. 

 


EXPLANATORY NOTE

 

This Form 8-K/A is being filed as an amendment (“Amendment No. 1”) to the Current Report on Form 8-K filed by Resolute Energy Corporation (the “Company”) with the U.S. Securities and Exchange Commission (the “SEC”) on May 12, 2017 (the “Original 8-K Filing”). The sole purpose of this Amendment No. 1 is to disclose, as required by SEC regulations, the Company’s determination of the frequency of future stockholder advisory votes regarding the compensation of the Company’s named executive officers (the “Say-on-Pay Votes”). No other changes have been made to the Original Filing.

 

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

 

As reported by the Company in the Original 8-K Filing, at the Company’s 2017 Annual Meeting of Stockholders held on May 12, 2017, a plurality of the Company’s stockholders approved, on an advisory basis, holding future Say-on-Pay Votes on an annual basis. After considering the outcome of such advisory stockholder vote, the Company’s Board of Directors determined on August 1, 2017 that the Company will continue to hold a Say-on-Pay Vote every year, with the next Say-on-Pay Vote to be held at the Company’s 2018 Annual Meeting of Stockholders. The next advisory stockholder vote on the frequency of future Say-on-Pay votes will be held no later than at the Company’s 2023 Annual Meeting of Stockholders.

 

 

 

 


 

SIGNATURE

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.

 

 

Date:  August 3, 2017

 

RESOLUTE ENERGY CORPORATION

 

 

 

 

 

By:

 

/s/ James M. Piccone

 

 

 

 

James M. Piccone

 

 

 

 

President