CNX Resources Corp 8-K, filed May 4, 2023
CNX Resources Corp (CNX)
8-K
2023-05-04
For: 2023-05-04
View Original
Added on
April 11, 2026
About this 8-K
CNX Resources Corp filed this 8-K on May 4, 2023.
Items reported
- Item 5.07: Shareholder vote results
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 4, 2023
(Exact name of registrant as specified in its charter)
| (State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) | ||||||||||||
(Address of principal executive offices)
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Registrant's telephone number, including area code:
(724 ) 485-4000
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(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. below):
Securities registered pursuant to Section 12(b) of the Act:
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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 ☐
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Item 5.07 Submission of Matters to a Vote of Security Holders.
At the Annual Meeting of Shareholders of CNX Resources Corporation (the “Company”) held on May 4, 2023 (the “Annual Meeting”), the Company’s shareholders considered five proposals, each of which is described in more detail in the 2023 proxy statement. Below are the final results of the matters voted on at the Annual Meeting.
Proposal 1: Each of the seven director nominees was elected to hold office for a one-year term expiring at the annual meeting in 2024 or until their respective successors are elected and qualified:
Director Name | For | Against | Abstain | Broker Non-Votes | ||||||||||||||||||||||
Robert O. Agbede | 138,272,988 | 3,646,841 | 83,041 | 12,105,991 | ||||||||||||||||||||||
J. Palmer Clarkson | 137,884,057 | 4,025,316 | 93,497 | 12,105,991 | ||||||||||||||||||||||
Nicholas J. DeIuliis | 141,615,515 | 314,702 | 72,653 | 12,105,991 | ||||||||||||||||||||||
Maureen E. Lally-Green | 117,597,783 | 24,036,339 | 368,748 | 12,105,991 | ||||||||||||||||||||||
Bernard Lanigan, Jr. | 132,228,847 | 9,679,157 | 94,866 | 12,105,991 | ||||||||||||||||||||||
Ian McGuire | 140,297,045 | 1,613,711 | 92,114 | 12,105,991 | ||||||||||||||||||||||
William N. Thorndike, Jr. | 139,392,257 | 2,534,613 | 76,000 | 12,105,991 | ||||||||||||||||||||||
Proposal 2: The anticipated appointment of Ernst & Young LLP as the Company’s independent auditor for the fiscal year ending December 31, 2023 was ratified.
For | Against | Abstain | Broker Non-Votes | |||||||||||||||||
152,287,500 | 1,734,783 | 86,578 | 0 | |||||||||||||||||
Proposal 3: The Company’s 2022 named executed officer compensation was approved on an advisory basis.
For | Against | Abstain | Broker Non-Votes | |||||||||||||||||
136,421,978 | 5,396,014 | 184,878 | 12,105,991 | |||||||||||||||||
Proposal 4: A frequency of “1 Year” for future advisory votes on the Company’s executive officer compensation was approved on an advisory basis.
1 Year | 2 Years | 3 Years | Abstain | Broker Non-Votes | ||||||||||||||||||||||
133,777,345 | 237,194 | 7,812,762 | 175,569 | 12,105,991 | ||||||||||||||||||||||
Based on the Company’s Board of Directors’ recommendation in the proxy statement and the voting results, the Company has determined that future advisory votes to approve the Company’s executive officer compensation will be held every year until the next advisory vote on the frequency of such advisory votes.
Proposal 5: The non-binding shareholder proposal requesting that the Company’s Board of Directors annually conduct an evaluation and issue a report on the Company’s lobbying and policy influence activities was not approved.
For | Against | Abstain | Broker Non-Votes | |||||||||||||||||
33,507,738 | 107,517,638 | 977,494 | 12,105,991 | |||||||||||||||||
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.
CNX RESOURCES CORPORATION
By: /s/ Alexander J. Reyes
Name: Alexander J. Reyes
Title: Executive Vice President, General Counsel and
Corporate Secretary
Date: May 4, 2023