Oil States International Inc. filed SEC Form 8-K: Submission of Matters to a Vote of Security Holders
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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 13, 2025
(Exact name of registrant as specified in its charter)
| (State or other Jurisdiction of Incorporation) | (Commission File Number) | (IRS Employer Identification No.) | ||||||||||||
Registrant's telephone number, including area code: (713 ) 652-0582
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:
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||||||||||||
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. ☐
Item 5.07. Submission of Matters to a Vote of Security Holders.
The 2025 Annual Meeting of Stockholders of Oil States International, Inc. (the "Company") was held on May 13, 2025 (the "Annual Meeting"). At the Annual Meeting, the stockholders of the Company (i) elected three Class III members of the Board of Directors to serve until the 2028 Annual Meeting of Stockholders, (ii) approved, on an advisory basis, the compensation of the Company's named executive officers, (iii) ratified the appointment of Deloitte & Touche LLP as the Company's independent registered public accounting firm for the year ending December 31, 2025, and (iv) approved the Second Amended and Restated Equity Participation Plan of Oil States International, Inc. The voting results for each proposal were as follows:
1. To elect three Class III members of the Board of Directors to serve until the 2028 Annual Meeting of Stockholders:
| For | Withheld | Broker Non-Votes | ||||||||||||||||||
Darrell E. Hollek | 42,792,053 | 3,259,786 | 7,291,546 | |||||||||||||||||
Robert L. Potter | 42,723,422 | 3,328,417 | 7,291,546 | |||||||||||||||||
Hallie A. Vanderhider | 43,806,058 | 2,245,781 | 7,291,546 | |||||||||||||||||
2. To approve, on an advisory basis, the compensation of the Company's named executive officers:
| For | Against | Abstain | Broker Non-Votes | |||||||||||||||||
| 33,654,467 | 12,349,902 | 47,470 | 7,291,546 | |||||||||||||||||
3. To ratify the appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2025:
| For | Against | Abstain | ||||||||||||
| 52,790,689 | 537,091 | 15,605 | ||||||||||||
4. To approve the Second Amended and Restated Equity Participation Plan of Oil States International, Inc.:
| For | Against | Abstain | Broker Non-Votes | |||||||||||||||||
| 41,553,490 | 4,473,416 | 24,933 | 7,291,546 | |||||||||||||||||
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.
| OIL STATES INTERNATIONAL, INC. | ||||||||||||||
| (Registrant) | ||||||||||||||
| Date: | May 13, 2025 | By: | /s/ LLOYD A. HAJDIK | |||||||||||
| Lloyd A. Hajdik | ||||||||||||||
| Executive Vice President, Chief Financial Officer & Treasurer | ||||||||||||||