HF Sinclair Corp 8-K, filed Jun 9, 2022
HF Sinclair Corp (DINO)
8-K
2022-06-09
For: 2022-06-08
View Original
Added on
April 11, 2026
About this 8-K
HF Sinclair Corp filed this 8-K on June 9, 2022, reporting on events of June 8, 2022.
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): June 9, 2022 (June 8, 2022 )
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Registrant’s telephone number, including area code: (214 ) 871-3555
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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:
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).
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Item 8.01. | Other Events. | ||||
The HF Sinclair Corporation (“HF Sinclair”) virtual 2022 Annual Meeting of Stockholders (the “Annual Meeting”) was held on June 8, 2022. A total of 208,222,070 shares of HF Sinclair’s common stock were present in person or represented by proxy at the Annual Meeting, representing over 93% of HF Sinclair’s 223,229,684 shares of common stock outstanding and entitled to vote as of the April 14, 2022 record date. The matters submitted for a vote and the related results are set forth below. A more detailed description of each proposal is set forth in HF Sinclair’s Proxy Statement.
•Proposal 1 (Election of Directors): The stockholders elected all eleven (11) director nominees to serve until HF Sinclair’s annual meeting of stockholders in 2023, or until their earlier resignation, removal or death.
| Nominee | For | Against | Abstain | Broker Non-Votes | ||||||||||
Anne-Marie N. Ainsworth | 192,743,717 | 2,055,930 | 112,467 | 13,309,956 | ||||||||||
Anna C. Catalano | 189,676,193 | 5,120,495 | 115,426 | 13,309,956 | ||||||||||
Leldon E. Echols | 189,585,325 | 5,210,640 | 116,149 | 13,309,956 | ||||||||||
Manuel J. Fernandez | 192,889,805 | 1,903,763 | 118,546 | 13,309,956 | ||||||||||
Michael C. Jennings | 191,124,123 | 3,688,165 | 99,826 | 13,309,956 | ||||||||||
R. Craig Knocke | 189,866,574 | 4,924,774 | 120,766 | 13,309,956 | ||||||||||
Robert J. Kostelnik | 185,534,420 | 8,949,789 | 427,905 | 13,309,956 | ||||||||||
James H. Lee | 190,156,732 | 4,631,849 | 123,533 | 13,309,956 | ||||||||||
Ross B. Matthews | 191,359,772 | 3,434,100 | 118,242 | 13,309,956 | ||||||||||
Franklin Myers | 188,037,135 | 6,370,727 | 504,252 | 13,309,956 | ||||||||||
Norman J. Szydlowski | 193,711,043 | 1,077,486 | 123,585 | 13,309,956 | ||||||||||
•Proposal 2 (Advisory Vote on the Compensation of HF Sinclair’s Named Executive Officers): The stockholders approved on an advisory basis the compensation of HF Sinclair’s named executive officers as disclosed in the Proxy Statement.
| For | Against | Abstain | Broker Non-Votes | ||||||||
| 184,969,190 | 9,502,423 | 440,501 | 13,309,956 | ||||||||
•Proposal 3 (Ratification of the Appointment of Ernst & Young LLP): The stockholders ratified the appointment of Ernst & Young LLP as HF Sinclair’s independent registered public accounting firm for the 2022 fiscal year.
| For | Against | Abstain | ||||||
| 200,533,447 | 7,304,888 | 383,735 | ||||||
•Proposal 4 (Stockholder proposal for shareholder right to call a special shareholder meeting.): The stockholders did not approve the stockholder proposal giving shareholders owning a combined 10% of HF Sinclair’s common stock the right to call a special shareholder meeting.
| For | Against | Abstain | Broker Non-Votes | ||||||||
| 93,589,926 | 100,662,132 | 660,056 | 13,309,956 | ||||||||
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.
HF SINCLAIR CORPORATION
By: /s/ Vaishali S. Bhatia
Name: Vaishali S. Bhatia
Title: Senior Vice President and General Counsel
Date: June 9, 2022