8-K

UNITED STATESSECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

____________________

FORM 8-K

____________________

CURRENT REPORT

Pursuant to Section 13 or 15(d) ofthe Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): May 6, 2020

____________________

____________________

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:

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR 230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR 240.12b-2):

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. ☐

On May 6, 2020, W&T Offshore, Inc. (the “Company”) held its 2020 Annual Meeting of Shareholders (the “Annual Meeting”) in Houston, Texas.  The proposals voted upon at the Annual Meeting and the final voting results are indicated below.  For additional information on these proposals, please see the Company’s definitive proxy statement filed with the Securities and Exchange Commission on March 26, 2020.

Proposal 1:  To elect five directors to hold office until the 2021 Annual Meeting of Shareholders and until their successors are duly elected and qualified.  All nominees were elected by the votes indicated.

Proposal 2: To approve the first amendment to our 2004 Directors Compensation Plan to increase the number of shares of common stock to be issued under awards thereunder. The proposal was approved by the votes indicated.

Proposal 3: To approve, on an advisory basis, the compensation of our named executive officers. The proposal was approved by the votes indicated.

Proposal 4: To ratify the appointment of Ernst & Young LLP as our independent registered public accountants for the year ended December 31, 2020.  The proposal was approved by the votes indicated.

2

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.

3