8-K

Core Natural Resources, Inc. (CNR)

8-K 2023-05-02 For: 2023-04-27
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Added on April 07, 2026

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 27, 2023

CONSOL Energy Inc.

(Exact name of registrant as specified in its charter)

Delaware 001-38147 82-1954058
(State or other jurisdiction<br>of incorporation) (Commission<br>File Number) (IRS Employer<br>Identification No.)
275 Technology Drive, Suite 101
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Canonsburg, Pennsylvania 15317
(Address of principal executive offices)
(Zip code)

Registrant’s telephone number, including area code:

(724) 416-8300

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 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)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Securities registered pursuant to Section 12(b) of the Act:

Title of each class Trading<br>Symbol(s) Name of each exchange<br>on which registered
Common Stock, $0.01 par value CEIX New York Stock Exchange

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

On April 27, 2023, CONSOL Energy Inc. (the “Company”) held its 2023 Annual Meeting of Stockholders (the “Annual Meeting”). As of the record date for the Annual Meeting, March 3, 2023, there were 34,524,925 shares of common stock outstanding and entitled to vote.

The final voting results on the matters considered by the Company’s stockholders at the Annual Meeting are provided below.

Proposal 1: James A. Brock, John T. Mills, William P. Powell, Joseph P. Platt, Valli Perera and Cassandra Pan were elected as directors, each for a one-year term expiring at the Company’s 2024 Annual Meeting of Stockholders by the following votes:
Director Name For Withheld Broker<br>Non-Votes
--- --- --- --- --- --- ---
James A. Brock 24,399,272 161,023 4,584,564
John T. Mills 19,577,566 4,982,729 4,584,564
William P. Powell 19,443,056 5,117,239 4,584,564
Joseph P. Platt 18,923,092 5,637,203 4,584,564
Valli Perera 24,278,555 281,740 4,584,564
Cassandra Pan 24,375,128 185,167 4,584,564
Proposal 2: The appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2023 was ratified by the following votes:
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For: 28,799,479
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Against: 162,276
Abstain: 183,104
Proposal 3: The compensation paid to the Company’s named executive officers in 2022 was approved, on an advisory basis, by the following votes:
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For: 23,101,175
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Against: 1,306,869
Abstain: 152,251
Broker Non-Votes: 4,584,564

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.

CONSOL ENERGY INC.
By: /s/ Martha A. Wiegand
Martha A. Wiegand
General Counsel and Secretary

Dated: May 2, 2023