Form 8-K

 

 

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 25, 2016

 

 

NOW INC.

(Exact name of registrant as specified in its charter)

 

 

 

Delaware   001-36325   46-4191184

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

7402 North Eldridge Parkway

Houston, Texas

  77041
(Address of principal executive offices)   (Zip Code)

Registrant’s telephone number, including area code: 281-823-4700

(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:

 

¨ 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))

 

 

 


Item 5.07 Submission of Matters to a Vote of Security Holders

On May 25, 2016, NOW Inc. (the “Company”) held its Annual Meeting of Stockholders where the following matters were voted upon and approved by the Company’s stockholders:

1. the election of three members to the Board of Directors;

2. the ratification of the appointment of Ernst & Young LLP as the Company’s independent auditors for 2016; and

3. the approval, on an advisory basis, of the compensation of our named executive officers.

The following is a summary of the voting results for each matter presented to the Company’s stockholders:

 

                                                                                   
     FOR    AGAINST    ABSTAIN    BROKER
NON-VOTES

1. Election of directors:

           

Michael Frazier

   86,597,734    281,111    21,498    11,188,174

J. Wayne Richards

   86,723,789    154,199    22,355    11,188,174

Robert Workman

   86,722,477    150,096    27,770    11,188,174

The three directors nominated by the Board of Directors were re-elected to serve three-year terms expiring in 2019. There were no nominees to office other than the directors elected.

 

                                                                                   
     FOR    AGAINST    ABSTAIN    BROKER
NON-VOTES

2. Ratification of the appointment of Ernst & Young LLP as the Company’s independent auditors for 2016

   97,819,545    85,151    183,821    0
     FOR    AGAINST    ABSTAIN    BROKER
NON-VOTES
3. Approval of the compensation of the Company’s named executive officers    81,709,320    5,073,595    117,428    11,188,174


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.

 

Date: May 25, 2016           NOW INC.
     

/s/ Raymond W. Chang

     

Raymond W. Chang

Vice President & General Counsel