Gran Tierra Energy Inc. filed SEC Form 8-K: Submission of Matters to a Vote of Security Holders
UNITED STATES
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CURRENT REPORT
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| Item 5.07. | Submission of Matters to a Vote of Security Holders |
Gran Tierra Energy Inc. (“Gran Tierra”) held its 2025 Annual Meeting of Stockholders (the “Annual Meeting”) on May 2, 2025. The following is a brief description of each matter voted upon at the Annual Meeting, as well as the final tally of (1) the number of votes for, against or abstaining for each director, (2) the number of votes for, against or abstaining for each other matter, and (3) the number of broker non-votes with respect to each matter. A more complete description of each matter is set forth in Gran Tierra’s definitive proxy statement filed with the Securities and Exchange Commission on March 18, 2025 (the “Proxy Statement”).
Proposal 1 - Election of Directors
Gran Tierra’s stockholders duly elected each of the nine nominees proposed by Gran Tierra to serve until Gran Tierra’s 2026 Annual Meeting of Stockholders or until their respective successor has been duly elected and qualified. The tabulation of votes on this matter was as follows:
| Nominee | Shares Voted For | Shares Voted Against | Shares Abstaining | Broker Non-Votes | ||||||||||||
| Gary S. Guidry | 15,247,118 | 405,814 | 46,800 | 6,478,874 | ||||||||||||
| Peter J. Dey | 14,663,804 | 963,211 | 72,717 | 6,478,874 | ||||||||||||
| Evan Hazell | 15,122,962 | 526,804 | 49,966 | 6,478,874 | ||||||||||||
| Robert B. Hodgins | 14,865,010 | 773,101 | 61,621 | 6,478,874 | ||||||||||||
| Alison Redford | 14,853,478 | 783,977 | 62,277 | 6,478,874 | ||||||||||||
| Ronald W. Royal | 15,162,337 | 476,247 | 61,147 | 6,478,875 | ||||||||||||
| Sondra Scott | 14,708,680 | 925,095 | 65,957 | 6,478,874 | ||||||||||||
| David P. Smith | 15,203,723 | 431,152 | 64,856 | 6,478,875 | ||||||||||||
| Brooke Wade | 14,915,227 | 721,575 | 62,930 | 6,478,874 | ||||||||||||
Proposal 2 - Ratification of Appointment of Independent Registered Public Accounting Firm
Gran Tierra’s stockholders ratified the selection of KPMG LLP as Gran Tierra’s independent registered public accounting firm for the fiscal year ending December 31, 2025. The tabulation of votes on this matter was as follows:
| Shares voted for: | 20,896,939 | |||
| Shares voted against: | 895,614 | |||
| Shares abstaining: | 386,053 | |||
| Broker non-votes: | 0 |
Proposal 3 - Approval of Named Executive Officer Compensation
Gran Tierra’s stockholders approved, on an advisory basis, the compensation of Gran Tierra’s named executive officers, as disclosed in the Proxy Statement. The tabulation of votes on this matter was as follows:
| Shares voted for: | 14,320,480 | |||
| Shares voted against: | 1,014,963 | |||
| Shares abstaining: | 364,288 | |||
| Broker non-votes: | 6,478,875 |
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.
| Date: May 5, 2025 | GRAN TIERRA ENERGY INC. |
| /s/ Gary Guidry | |
| By: Gary Guidry | |
| Title: President and Chief Executive Officer |