Nustar Energy L.P. filed SEC Form 8-K: Leadership Update, Submission of Matters to a Vote of Security Holders, Financial Statements and Exhibits
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Natural Gas Distribution
Energy
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): April 29, 2021
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Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
As described under Item 5.07 below, at NuStar Energy L.P.’s (the “Partnership”) 2021 Annual Meeting of Unitholders (the “2021 Annual Meeting”) on April 29, 2021, unitholders approved the Amended and Restated NuStar Energy LP. 2019 Long-Term Incentive Plan (the “Amended and Restated 2019 LTIP”).
A summary of the Amended and Restated 2019 LTIP is set forth under the caption “Proposal No. 2—Approval of Amended and Restated NuStar Energy L.P. 2019 Long-Term Incentive Plan” in the Partnership’s definitive proxy statement filed with the Securities and Exchange Commission on March 11, 2021 and is incorporated herein by reference. The summary of the Amended and Restated 2019 LTIP set forth therein does not purport to be complete and is qualified in its entirety by reference to the full text of the Amended and Restated 2019 LTIP, which is filed herewith as Exhibit 10.1 and incorporated herein by reference.
Item 5.07 Submission of Matters to a Vote of Security Holders.
The Partnership held its 2021 Annual Meeting on April 29, 2021, with all members of the Board of Directors of the general partner of the Partnership’s general partner in attendance. As of the record date for the 2021 Annual Meeting, there were 109,526,223 common units and 23,246,650 Series D preferred units outstanding and entitled to vote together as a single class at the 2021 Annual Meeting (the “Voting Units”). A total of 109,358,819 of the Voting Units were present or represented by proxy at the 2021 Annual Meeting, representing approximately 82% of all votes entitled to be cast at the 2021 Annual Meeting. The matters submitted for a vote and the related results are as follows:
•Proposal No. 1 - Election of three Group III directors to serve until the 2024 annual meeting of unitholders or until their successors are elected and have been qualified. The results were as follows:
| Class I Nominees | Votes For | Votes Withheld | Broker Non-Votes | |||||||||||||||||
| Bradley C. Barron | 83,039,847 | 1,348,102 | 24,970,870 | |||||||||||||||||
| William B. Burnett | 83,385,897 | 1,002,052 | 24,970,870 | |||||||||||||||||
| W. Grady Rosier | 80,649,215 | 3,738,734 | 24,970,870 | |||||||||||||||||
•Proposal No. 2 - Approval of the Amended and Restated 2019 LTIP. The results were as follows:
| Votes For | Votes Against | Abstentions | Broker Non-Votes | |||||||||||||||||
| 82,438,943 | 1,516,271 | 432,735 | 24,970,870 | |||||||||||||||||
•Proposal No. 3 - Ratification of the appointment of KPMG LLP as the Partnership’s independent registered public accounting firm for 2021. The results were as follows:
| Votes For | Votes Against | Abstentions | Broker Non-Votes | |||||||||||||||||
| 108,499,756 | 309,985 | 549,078 | — | |||||||||||||||||
Consistent with the foregoing votes: (1) each of Bradley C. Barron, William B. Burnett and W. Grady Rosier has been elected as a Group III director to serve on the Board of Directors until the 2024 annual meeting of unitholders or until his successor is elected and has been qualified; (2) the Amended and Restated 2019 LTIP has been approved; and (3) the appointment of KPMG LLP to serve as the Partnership’s independent registered public accounting firm for 2021 has been ratified.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
| Exhibit Number | EXHIBIT | |||||||
| Exhibit 10.1 | ||||||||
| Exhibit 104 | Cover Page Interactive Data File – the cover page XBRL tags are embedded within the Inline XBRL document | |||||||
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.
| NUSTAR ENERGY L.P. | ||||||||||||||
By: | Riverwalk Logistics, L.P. | |||||||||||||
| its general partner | ||||||||||||||
By: | NuStar GP, LLC | |||||||||||||
| its general partner | ||||||||||||||
| Date: April 30, 2021 | By: | /s/ Amy L. Perry | ||||||||||||
| Name: | Amy L. Perry | |||||||||||||
| Title: | Executive Vice President-Strategic Development and General Counsel | |||||||||||||