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Published: 2022-05-31 16:06:13 ET
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8-K
false 0001587732 0001587732 2022-05-26 2022-05-26

 

 

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) May 31, 2022

(Date of earliest event reported) May 26, 2022

 

 

ONE Gas, Inc.

(Exact name of registrant as specified in its charter)

 

 

 

Oklahoma   001-36108   46-3561936

(State or other jurisdiction

of incorporation)

  

(Commission

File Number)

  

(IRS Employer

Identification No.)

 

15 East Fifth Street; Tulsa, OK
(Address of principal executive offices)

74103

(Zip code)

(918) 947-7000

(Registrant’s telephone number, including area code)

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 communication 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 exchange

on which registered

Common Stock, par value $0.01 per share   OGS   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 (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. ☐

 

 

 

Item 5.07 Submission of Matters to a Vote of Security Holders

ONE Gas, Inc. (the “Company”) held its annual meeting of shareholders on May 26, 2022. The matters voted upon at the meeting and the results of such voting are set forth below:

 

  1.

Election of Directors. The individuals set forth below were elected to the Board of Directors of the Company to serve one-year terms expiring at our 2023 annual meeting of shareholders by a majority of the votes cast by the shareholders present in person or by proxy and entitled to vote as follows:

 

Director

    Votes For      Votes Against      Abstain      Broker
Non-Votes		  

Robert B. Evans

      43,556,886.988        2,123,505.782        191,031.149        4,251,686.000  

John W. Gibson

      45,057,391.360        677,080.004        136,952.555        4,251,686.000  

Tracy E. Hart

      43,604,759.513        2,122,128.380        144,536.026        4,251,686.000  

Michael G. Hutchinson

      43,388,553.981        2,291,992.494        190,877.444        4,251,686.000  

Robert S. McAnnally

      45,563,859.418        170,960.003        136,604.498        4,251,686.000  

Pattye L. Moore

      42,923,338.637        2,809,801.460        138,283.822        4,251,686.000  

Eduardo A. Rodriguez

      43,453,126.925        2,276,700.675        141,596.319        4,251,686.000  

Douglas H. Yaeger

      43,597,179.673        2,115,416.795        158,827.451        4,251,686.000  

 

  2.

Ratification of our Independent Auditor. The appointment of PricewaterhouseCoopers LLP as independent auditor for the Company for the fiscal year ending December 31, 2022, was ratified by a majority of the voting power of the shareholders present in person or by proxy and entitled to vote as follows:

 

Votes For

  

Votes Against

  

Abstain

49,718,831.344   296,201.150   108,077.425

 

  3.

Advisory vote on Executive Compensation. The advisory vote on compensation paid to our named executive officers as disclosed in our Proxy Statement for the 2022 annual meeting, including the Compensation Discussion and Analysis, compensation tables and narrative discussion, was approved by a majority of the voting power of the shareholders present in person or by proxy and entitled to vote as follows:

 

Votes For

  

Votes Against

  

Abstain

  

Broker Non-Votes

44,156,904.650   1,442,696.902   271,822.367   4,251,686.000

SIGNATURE

Pursuant to the requirements of the Exchange Act, the registrant has duly caused this report to be signed on its behalf by the undersigned, hereunto duly authorized.

 

      ONE Gas, Inc.
Date: May 31, 2022     By:  

/s/ Brian K. Shore

     

Brian K. Shore

Vice President, Associate General Counsel & Secretary