8-K
0000315852false00003158522023-05-102023-05-10

 

 

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 10, 2023 (May 10, 2023)

RANGE RESOURCES CORPORATION

(Exact name of Registrant as Specified in Its Charter)

Delaware

001-12209

34-1312571

(State or Other Jurisdiction

of Incorporation)

(Commission File Number)

(IRS Employer

Identification No.)

 

 

 

100 Throckmorton Street, Suite 1200

Fort Worth, Texas

76102

(Address of Principal Executive Offices)

(Zip Code)

Registrant’s Telephone Number, Including Area Code: (817) 870-2601

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 (see General Instructions A.2. below):

 

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, $0.01 par value

RRC

 

New York 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. ☐

 

 

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ITEM 5.07 Submission of Matters to a Vote of Security Holders

 

The Annual Meeting of Stockholders of the Company was held by telephone on Wednesday, May 10, 2023 at 8:00 a.m. Central Time. As of March 17, 2023, the record date for the Annual Meeting, there were 241,681,124 shares of common stock outstanding. A quorum of 211,512,369 shares of common stock was present or represented at the meeting.

The matters submitted to a vote of security holders at the Annual Meeting were as follows:

1.
Stockholders elected each of the Company's seven nominees for director to serve a term of one year to expire at the 2024 Annual Meeting or until their successors are duly elected and qualified, as set forth below:

 

 

Name

 

Votes For

 

Votes Against

 

Abstentions

 

Broker Non-Votes

Brenda A. Cline

 

180,265,979

 

5,540,744

 

89,367

 

25,616,279

Margaret K. Dorman

 

185,191,580

 

614,449

 

90,061

 

25,616,279

James M. Funk

 

176,168,792

 

9,616,142

 

111,156

 

25,616,279

Steve D. Gray

 

184,535,031

 

1,251,953

 

109,106

 

25,616,279

Greg G. Maxwell

 

181,542,168

 

4,247,329

 

106,593

 

25,616,279

Reginal W. Spiller

 

181,268,367

 

4,521,434

 

106,289

 

25,616,279

Dennis L. Degner

 

185,619,915

 

167,459

 

108,716

 

25,616,279

 

2.
Stockholders approved, on an advisory basis, the compensation philosophy, policies and procedures of the Named Executive Officers ("say on pay"), as set forth below:

 

Votes For

 

Votes Against

 

Abstentions

 

Broker Non-Votes

182,116,924

 

3,458,296

 

320,870

 

25,616,279

 

3.
Stockholders approved, on an advisory basis, to have an annual frequency of say on pay voting presented to stockholders, as set forth below:

 

1 Year

 

2 Years

 

3 Years

 

Abstentions

177,057,518

 

126,204

 

7,484,824

 

1,227,544

 

4.
Stockholders ratified the selection of Ernst & Young LLP as the Company's independent registered public accounting firm, as set forth below:

 

Votes For

 

Votes Against

 

Abstentions

207,785,090

 

3,621,485

 

105,794

 

 

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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.

 

 

RANGE RESOURCES CORPORATION

 

By:

/s/ Mark S. Scucchi

 

Mark S. Scucchi

 

Executive Vice President & Chief Financial Officer

Date: May 10, 2023

 

 

 

 

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