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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 reported): June 3, 2021

 

VAALCO Energy, Inc.

(Exact name of registrant as specified in its charter)

 

 

Delaware

 

001-32167

 

76-0274813

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)



 

9800 Richmond Avenue, Suite 700

Houston, Texas

 

77042

(Address of principal executive offices)

 

(Zip Code)



Registrant’s telephone number, including area code: (713623-0801

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:

 

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))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Common Stock, par value $0.10

EGY

New York Stock Exchange

Common Stock, par value $0.10

EGY

London Stock Exchange

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 5.02Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

Amendment to the VAALCO Energy, Inc. 2020 Long Term Incentive Plan

As described below in Item 5.07 of this Current Report on Form 8-K (this “Current Report”), on June 3, 2021, at the 2021 Annual Meeting of Stockholders (the “Annual Meeting”) of VAALCO Energy, Inc. (the “Company”), the Company’s stockholders approved an amendment (the “Amendment”) to the VAALCO Energy, Inc. 2020 Long Term Incentive Plan (the “2020 LTIP”). The Amendment increased the number of shares authorized for issuance pursuant to awards under the 2020 LTIP by 3,750,000 shares, for a total number of 9,250,000 shares authorized. A description of the material terms of the Amendment was included under the heading “Proposal No. 4—Approval of an Amendment to the 2020 LTIP to Increase the Number of Shares Reserved for Issuance Pursuant to Awards Under the 2020 LTIP” in the Company’s Definitive Proxy Statement on Schedule 14A filed with the Securities and Exchange Commission (the “SEC”) on April 23, 2021, as supplemented by the Company’s Proxy Statement Supplement filed with the SEC on May 13, 2021 (the “Proxy Statement”). Such description is qualified in its entirety by reference to the full text of the Amendment, a copy of which is attached as Exhibit 10.1 to this Current Report and is incorporated herein by reference.

Item 5.07Submission of Matters of a Vote of Security Holders.

The Company held the Annual Meeting on June 3, 2021. A total of 40,609,533 shares of the Company’s common stock were present in person or represented by proxy at the Annual Meeting. The matters submitted for a vote and the related results are set forth below. A more detailed description of each proposal was included in the Proxy Statement.

Proposal No. 1: Election of four directors, each to serve for a one-year term

Nominee

Votes Cast For

Votes Withheld

Broker Non-Votes

George Maxwell

27,886,779

468,105

12,254,649

Andrew L. Fawthrop

22,175,107

6,179,777

12,254,649

Cathy Stubbs

26,919,355

1,435,529

12,254,649

Bradley Radoff

23,263,983

5,090,901

12,254,649

Proposal No. 2: Ratification of the appointment of BDO USA, LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2021

Votes Cast For

Votes Cast Against

Abstentions

39,900,663

297,652

411,218

Proposal No. 3: Approval, on an advisory basis, of the compensation of the Company’s named executive officers

Votes Cast For

Votes Cast Against

Abstentions

Broker Non-Votes

24,704,228

3,421,316

229,340

12,254,649

Proposal No. 4: Approval of an amendment to the 2020 LTIP to increase the number of shares reserved for issuance pursuant to awards under the 2020 LTIP by 3,750,000 shares

Votes Cast For

Votes Cast Against

Abstentions

Broker Non-Votes

21,579,538

6,636,574

138,772

12,254,649

Each of the proposals acted upon by the Company’s stockholders at the Annual Meeting was approved by the requisite vote.


Item 8.01 Other Events.

On June 8, 2021, the Company issued a press release announcing the Company’s refreshed near-term strategic targets as outlined at the Annual Meeting. A copy of the press release is filed as Exhibit 99.1 to this Current Report and incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits.   

(d) Exhibits

Exhibit No.

Description of Exhibit

10.1

First Amendment to the VAALCO Energy, Inc. 2020 Long Term Incentive Plan.

99.1

Press release, dated June 8, 2021, issued by VAALCO Energy, Inc.

104

Cover Page Interactive Data File (embedded within the Inline XBRL document)





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.

VAALCO Energy, Inc.

(Registrant)

Date: June 8, 2021

By:

/s/ Jason Doornik

Name: 

Jason Doornik

Title:

Chief Accounting Officer and Controller