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 14, 2013 (May 14, 2013)

 

GeoMet, Inc.

(Exact name of registrant as specified in its charter)

 

Delaware

 

001-32960

 

76-0662382

(State or other jurisdiction of

 

(Commission File Number)

 

(I.R.S. Employer

incorporation or organization)

 

 

 

Identification Number)

 

909 Fannin, Suite 1850

Houston, Texas, 77010

(Address of principal executive offices)

 

(713) 659-3855

(Registrant’s telephone number, including area code)

 

N/A

(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:

 

o            Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

o            Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

o            Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

o            Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

 



 

Section 5—Corporate Governance and Management

 

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

 

GeoMet, Inc., a Delaware corporation (the “Company”), held its annual meeting of stockholders on Tuesday, May 14, 2013, at 10:00 a.m. central time in the San Jacinto Room at 2 Houston Center, located at 909 Fannin St., Level P2, Houston, Texas 77010.  Holders of 40,689,956 shares of common stock (including 232,208 shares of restricted common stock) of the Company and 40,814,346 shares of common stock issuable upon the conversion of 5,305,865 shares of Series A Convertible Redeemable Preferred Stock (“preferred stock”) at the close of business on September 24, 2012 were entitled to vote at the meeting, for a total of 81,504,302 shares of common stock on an “as-converted” basis. Each holder of preferred stock was entitled to one vote per share of common stock into which the holder’s preferred stock was convertible, and holders of common stock and preferred stock voted together as a single class on all matters presented at the annual meeting. As of the record date, shares of preferred stock were convertible into common stock at the rate of 7.692307692 common shares per share of preferred stock, eliminating fractional shares. Approximately 75.36% of the eligible voting shares were represented at the annual meeting in person or by proxy. The certified results of the matters voted upon at the meeting by the Company’s common and preferred stockholders, voting together as a single class, are as follows:

 

Proposal #1 — Elect the following six nominees as members of the Board of Directors of the Company to serve until the next annual meeting of the Company’s stockholders:

 

Nominee

 

Votes For

 

Withheld

 

Abstentions

 

Broker Non-
Votes

 

James C. Crain

 

60,334,932

 

1,088,673

 

0

 

0

 

Stanley L. Graves

 

60,339,256

 

1,084,349

 

0

 

0

 

W. Howard Keenan

 

60,849,085

 

574,520

 

0

 

0

 

Michael Y. McGovern

 

60,322,456

 

1,101,149

 

0

 

0

 

William C. Rankin

 

60,848,501

 

575,104

 

0

 

0

 

Gary S. Weber

 

60,339,133

 

1,084,472

 

0

 

0

 

 

Proposal #2 — Advisory vote to approve executive compensation:

 

Votes For

 

Votes Against

 

Abstain

 

60,087,248

 

1,285,308

 

51,049

 

 

Proposal #3 — Elect the frequency of future advisory vote to approve executive compensation:

 

One Year

 

Two Years

 

Three Years

 

Abstain

 

59,831,722

 

68,246

 

950,530

 

573,107

 

 

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SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

 

 

 

GeoMet, Inc.

 

 

(Registrant)

 

 

 

 

Dated: May 14, 2013

 

By:

/s/ Tony Oviedo

 

 

Name:

Tony Oviedo

 

 

Title:

Senior Vice President, Chief Financial Officer,

 

 

 

Chief Accounting Officer and Controller

 

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