8-K
Halliburton Co (HAL)
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 19, 2021
HALLIBURTON COMPANY
(Exact name of registrant as specified in its charter)
| Delaware | 001-03492 | 75-2677995 |
|---|---|---|
| (State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) |
| 3000 North Sam Houston Parkway East,<br> Houston, Texas 77032 | ||
| --- | ||
| (Address of principal executive<br> offices) (Zip Code) |
Registrant’s telephone number, including area code: (281) 871-2699
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:
| ☐ | 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)) |
| --- | --- |
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol | Name of each exchange on which registered |
|---|---|---|
| Common Stock, par value $2.50 per share | HAL | 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. ☐
INFORMATION TO BE INCLUDED IN REPORT
Item 5.07.
Submission of Matters to a Vote of Security Holders.
On May 19, 2021, Halliburton held its Annual Meeting of Shareholders. Shareholders were asked to consider and act upon:
| (1) | The election of Directors; |
|---|---|
| (2) | Ratification of the appointment of KPMG LLP as independent public accountants to examine the financial statements and books<br> and records of Halliburton for the year 2021; |
| --- | --- |
| (3) | Advisory approval of executive compensation; |
| --- | --- |
| (4) | A proposal to amend and restate the Halliburton Company Stock and Incentive Plan; and |
| --- | --- |
| (5) | A proposal to amend and restate the Halliburton Company Employee Stock Purchase Plan. |
| --- | --- |
The voting results for each matter are set out below.
| 1. | Election of Directors: | ||||
|---|---|---|---|---|---|
| Name of Nominee | For | Against | Abstain | Broker<br><br> <br>Non-Votes | |
| A.F. Al Khayyal | 633,885,892 | 8,210,471 | 934,507 | 103,996,319 | |
| W.E. Albrecht | 615,938,642 | 26,170,537 | 921,691 | 103,996,319 | |
| M.K. Banks | 638,549,834 | 3,611,724 | 869,312 | 103,996,319 | |
| A.M. Bennett | 603,061,894 | 39,023,975 | 945,001 | 103,996,319 | |
| M. Carroll | 580,390,879 | 61,728,706 | 911,285 | 103,996,319 | |
| M.S. Gerber | 601,905,385 | 40,174,210 | 951,275 | 103,996,319 | |
| P.H. Hall | 614,491,360 | 27,630,652 | 908,858 | 103,996,319 | |
| R.A. Malone | 544,693,120 | 97,390,029 | 947,721 | 103,996,319 | |
| J.A. Miller | 603,419,629 | 36,597,301 | 3,013,940 | 103,996,319 | |
| B.V. Patel | 638,311,216 | 3,746,807 | 972,847 | 103,996,319 | |
| 2. | Ratification of the selection of auditors: | ||||
| --- | --- | --- | |||
| For | 737,362,282 | ||||
| Against | 8,001,011 | ||||
| Abstain | 1,663,896 | ||||
| Broker Non-Votes | N/A | ||||
| 3. | Advisory approval of executive compensation: | ||||
| --- | --- | --- | |||
| For | 297,222,973 | ||||
| Against | 344,681,123 | ||||
| Abstain | 1,126,774 | ||||
| Broker Non-Votes | 103,996,319 | ||||
| 4. | Proposal to amend and restate the Halliburton Company Stock and Incentive Plan: | ||||
| For | 625,833,576 | ||||
| Against | 16,246,863 | ||||
| Abstain | 950,431 | ||||
| Broker Non-Votes | 103,996,319 | ||||
| 5. | Proposal to amend and restate the Halliburton Company Employee Stock Purchase Plan: | ||||
| For | 638,402,310 | ||||
| Against | 3,873,352 | ||||
| Abstain | 755,208 | ||||
| Broker Non-Votes | 103,996,319 |
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.
| HALLIBURTON COMPANY | ||
|---|---|---|
| Date: May 21, 2021 | By: \s\ Bruce A. Metzinger | |
| Bruce A. Metzinger | ||
| Vice President, Public Law and Assistant Secretary |