Form: 8-K

Current report filing

May 7, 2018

 

 

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 4, 2018

____________________

 

SELECT ENERGY SERVICES, INC.
(Exact name of registrant as specified in its charter)
____________________
     
Delaware 001-38066 81-4561945
(State or Other Jurisdiction
of Incorporation)
(Commission
File Number)
(IRS Employer
Identification No.)
     

515 Post Oak Blvd, Suite 200

Houston, TX 77027

(Address of Principal Executive Offices)
     
(713) 235-9500
(Registrant’s Telephone Number, Including Area Code)

____________________

 

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 communications 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))

 

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 x

 

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.

 

At the 2018 Annual Meeting of Stockholders (the “Annual Meeting”) of Select Energy Services, Inc. (the “Company” or “Select”) held on May 4, 2018, Select stockholders elected each of the Company’s director nominees who had been nominated to serve until the Company’s 2019 Annual Meeting of Stockholders. David C. Baldwin was re-elected with 99.75% of the votes cast, Richard A. Burnett was re-elected with 99.73% of the votes cast, Robert V. Delaney was re-elected with 99.73% of the votes cast, Adam J. Klein was re-elected with 94.93% of the votes cast, Holli C. Ladhani was re-elected with 98.24% of the votes cast, Keith O. Rattie was re-elected with 99.73% of the votes cast, John D. Schmitz was re-elected with 99.71% of the votes cast, David A. Trice was re-elected with 99.72% of the votes cast, and Douglas J. Wall was re-elected with 94.93% of the votes cast. The ratification of the appointment of Grant Thornton LLP as the independent registered public accounting firm for fiscal 2018 was approved by 99.99% of the votes cast. The approval and ratification of the Select Energy Services, Inc. Employee Stock Purchase Plan was approved by 99.99% of the votes cast. The advisory stockholder vote on the compensation paid to the Company’s named executive officers, as disclosed in Select’s 2018 proxy statement, was approved by 99.62% of the votes cast. The alternatives with respect to the frequency with which Select will conduct future stockholder advisory votes on executive compensation received the following votes (as a percentage of the total votes cast): 73.79% for every 3 years, 1.80% for every 2 years and 24.40% for every year.

 

The final results of the voting on each matter of business at the Annual Meeting are as follows:

 

Proposal 1 – Election of Directors.

 

NOMINEES FOR AGAINST ABSTAIN

BROKER NON-

VOTES

David C. Baldwin 84,361,605 207,875 3,990 --
Richard A. Burnett 84,343,734 225,746 3,990 --
Robert V. Delaney 84,344,872 224,608 3,990 --
Adam J. Klein 80,289,710 4,279,770 3,990 --
Holli C. Ladhani 83,085,702 1,483,778 3,990 --
Keith O. Rattie 84,349,235 220,245 3,990 --
John D. Schmitz 84,329,811 239,624 4,035 --
David A. Trice 84,337,326 232,154 3,990 --
Douglas J. Wall 80,289,699 4,279,781 3,990 --

 

Proposal 2 – Ratification of the appointment of Grant Thornton LLP as Select’s independent registered public accounting firm for fiscal 2018.

 

FOR AGAINST ABSTAIN

BROKER NON-

VOTES

87,873,162 2,318 372,691 --

 

Proposal 3 – Approval and ratification the adoption of the Select Energy Services, Inc. Employee Stock Purchase Plan.

 

FOR AGAINST ABSTAIN

BROKER NON-

VOTES

84,194,025 6,454 372,991 --

 

Proposal 4 – Approval, by advisory vote, of the compensation paid to Select’s named executive officers, as disclosed in Select’s 2018 proxy statement.

 

FOR AGAINST ABSTAIN

BROKER NON-

VOTES

83,851,654 318,541 403,275 --

 

 

 

 

Proposal 5 – Approval, by advisory vote, of the frequency with which Select Energy Services, Inc. will conduct future stockholder advisory votes on executive compensation, as disclosed in Select’s 2018 proxy statement.

 

1 YEAR 2 YEARS 3 YEARS ABSTAIN
20,409,222 1,507,886 61,718,554 937,808

 

 

 

 

  

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.

 

Dated: May 7, 2018

 

  SELECT ENERGY SERVICES, INC.  
       
       
  By: /s/ Adam R. Law  
    Adam R. Law  
    Senior Vice President, General Counsel & Corporate  
    Secretary