UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
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| Item 5.07 | Submission of Matters to a Vote of Security Holders. |
Devon Energy Corporation (“Devon” or the “Company”) held its 2025 Annual Meeting of Stockholders on June 4, 2025 (the “Annual Meeting”). In connection with the Annual Meeting, proxies were solicited pursuant to the Securities Exchange Act of 1934. As of the close of business on April 10, 2025, which was the record date for the Annual Meeting, there were 643,329,223 shares of the Company’s common stock outstanding, each of which was entitled to one vote at the Annual Meeting. The following are the voting results for the items of business considered and voted upon at the Annual Meeting, all of which were described in the Company’s Proxy Statement filed with the Securities and Exchange Commission on April 23, 2025.
| 1. | The stockholders elected each of Devon’s ten nominees to serve on the Board for a one-year term and until their successor is elected and qualified, or until their earlier resignation, removal or death. The vote tabulation with respect to each nominee was as follows: |
| Nominee |
Votes For |
Authority Withheld |
Broker Non-Votes |
|||||||||
| Barbara M. Baumann |
423,344,525 | 17,712,220 | 93,794,011 | |||||||||
| John E. Bethancourt |
431,890,693 | 9,166,052 | 93,794,011 | |||||||||
| Ann G. Fox |
429,545,616 | 11,511,129 | 93,794,011 | |||||||||
| Clay M. Gaspar |
437,057,207 | 3,999,538 | 93,794,011 | |||||||||
| Gennifer F. Kelly |
435,515,315 | 5,541,430 | 93,794,011 | |||||||||
| Kelt Kindick |
426,057,552 | 14,999,193 | 93,794,011 | |||||||||
| Karl F. Kurz |
429,526,604 | 11,530,141 | 93,794,011 | |||||||||
| Michael N. Mears |
433,011,639 | 8,045,106 | 93,794,011 | |||||||||
| Robert A. Mosbacher, Jr. |
415,799,325 | 25,257,420 | 93,794,011 | |||||||||
| Valerie M. Williams |
430,146,815 | 10,909,930 | 93,794,011 | |||||||||
| 2. | The appointment of KPMG LLP as Devon’s independent auditor for 2025 was ratified. The results of the vote were as follows: |
| Votes |
Votes |
Votes |
Broker | |||
| 510,385,364 | 23,656,987 | 808,405 | — |
| 3. | The advisory vote on the compensation of Devon’s named executive officers was approved. The results of the vote were as follows: |
| Votes |
Votes |
Votes |
Broker | |||
| 284,449,935 | 155,053,865 | 1,552,945 | 93,794,011 |
| 4. | The vote on a stockholder proposal for changes to the holding requirement for the right of Devon stockholders to call a special meeting was not approved. The results of the vote were as follows: |
| Votes |
Votes |
Votes |
Broker | |||
| 37,451,931 | 401,747,211 | 1,857,603 | 93,794,011 |
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.
| DEVON ENERGY CORPORATION | ||
| By: | /s/ Christopher J. Kirt | |
| Christopher J. Kirt | ||
| Vice President Corporate Governance and Secretary | ||
Date: June 6, 2025