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8-KThe WireRoutine

Shareholder Vote

Filed Jun 24, 2022 · 4y ago · Accession 0001437749-22-015914

Plain English

Material event — a significant development the company must disclose promptly.

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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 event reported): June 14, 2022   TIDEWATER INC. (Exact name of Registrant as specified in its charter)   Delaware   1-6311   72-0487776 (State or other jurisdiction of   (Commission file number)   (I.R.S. Employer incorporation or organization)       Identification No.)   842 West Sam Houston Parkway North, Suite 400 Houston ,   Texas 77024 ( Address of principal executive offices) (zip code) Registrant’s telephone number, including area code: ( 713 ) 470-5300   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 , $0.001 par value per share   TDW   New York Stock Exchange Series A Warrants to purchase shares of common stock   TDW.WS.A   New York Stock Exchange Series B Warrants to purchase shares of common stock   TDW.WS.B   New York Stock Exchange Warrants to purchase shares of common stock   TDW.WS   NYSE American   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 5.07 Submission of Matters to a Vote of Security Holders.   Tidewater Inc. (the “Company”) held its 2022 annual meeting of stockholders (the “Annual Meeting”) of the Company on June 14, 2022 virtually via a live audio webcast. As of April 18, 2022, the record date for the Annual Meeting, the Company had 41,726,759 shares of common stock outstanding. Of that number, 33,326,043 shares were represented in person or by proxy at the Annual Meeting. The Company’s stockholders voted on the following three proposals at the Annual Meeting, casting their votes as described below.   Proposal 1: Election of Nine Directors   Each of the nine individuals listed below was elected at the Annual Meeting to serve a one-year term on the Company’s Board of Directors.     Director Nominee Votes For Votes Against Abstentions Broker Non-Votes Darron M. Anderson 27,768,478 200,762 2,757 5,354,046 Melissa Cougle 27,793,115 176,529 2,353 5,354,046 Dick H. Fagerstal 27,629,904 337,245 4,848 5,354,046 Quintin V. Kneen 27,837,637 131,406 2,954 5,354,046 Louis A. Raspino 27,755,345 213,693 2,959 5,354,046 Larry T. Rigdon 27,785,342 183,718 2,937 5,354,046 Robert E. Robotti 27,139,664 830,067 2,266 5,354,046 Kenneth H. Traub 27,642,170 302,156 27,671 5,354,046 Lois K. Zabrocky 27,677,558 292,067 2,372 5,354,046   Proposal 2: Advisory Vote on Executive Compensation   Proposal 2 was an advisory vote on executive compensation as disclosed in the proxy materials for the Annual Meeting. This advisory vote was approved.     Votes For   Votes Against   Abstentions   Broker Non-Votes 27,823,289   128,903   19,805   5,354,046   Proposal 3: Ratification of Selection of Independent Registered Public Accounting Firm   Proposal 3 was a proposal to ratify the appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2022. This proposal was approved.     Votes For   Votes Against   Abstentions   Broker Non-Votes 32,961,996   359,205   4,842   N/A         SIGNATURE   Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Company has duly caused this report to be signed on its behalf by the undersigned, hereunto duly authorized.   Date: June 24, 2022     TIDEWATER INC.   By: /s/ Daniel A. Hudson     Daniel A. Hudson     Executive Vice President, General Counsel and Corporate Secretary
Filing details
Ticker
TDW
CIK
98222
Form type
8-K
Filing date
Jun 24, 2022
Report date
Jun 14, 2022
Document
tdw20220624_8k.htm
Size
200 KB