OKE 2015 Annual Meeting of Shareholders



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)
May 26, 2015
(Date of earliest event reported)
May 20, 2015

ONEOK, Inc.
(Exact name of registrant as specified in its charter)

Oklahoma
 
001-13643
 
73-1520922
(State or other jurisdiction
 
(Commission
 
(IRS Employer
of incorporation)
 
File Number)
 
Identification No.)

100 West Fifth Street; Tulsa, OK
(Address of principal executive offices)

74103
(Zip code)

(918) 588-7000
(Registrant’s telephone number, including area code)

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 communication pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

[] Soliciting material pursuant to Rule 14a-12 under the Securities 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
 
 
 
 
 
 
We held our 2015 annual meeting of shareholders on May 20, 2015. The matters voted upon at the meeting and the results of such voting are set forth below.
 
 
 
 
 
1. The individuals set forth below were elected to the Board of Directors of the Company by a majority of the votes cast to serve one-year terms expiring at our 2016 annual meeting of shareholders as follows:
 
 
 
 
 
 
Director
Votes For
Votes Against
Abstain
Broker Non-Votes
 
 
 
 
 
James C. Day
157,829,235
1,975,981
693,696
28,196,974
Julie H. Edwards
158,714,537
1,098,933
685,442
28,196,974
William L. Ford
156,943,094
2,858,729
697,090
28,196,974
John W. Gibson
155,507,928
3,926,550
1,064,434
28,196,974
Steven J. Malcolm
158,254,981
1,466,979
776,952
28,196,974
Jim W. Mogg
158,372,929
1,375,656
750,328
28,196,974
Pattye L. Moore
157,264,939
2,544,230
689,743
28,196,974
Gary D. Parker
157,264,754
2,473,132
761,026
28,196,974
Eduardo A. Rodriguez
157,463,861
2,246,232
788,819
28,196,974
Terry K. Spencer
157,832,974
1,960,285
705,653
28,196,974
 
 
 
 
 
 
 
 
 
 
2. The appointment of PricewaterhouseCoopers LLP as independent auditor for the Company for the fiscal year ending December 31, 2015, was ratified by a majority of the votes cast as follows:
 
 
 
 
 
 
 
 
Votes For
185,609,618
Votes Against 
2,140,336
Abstain
945,932
 
 
 
 
 
 
 
3. The advisory vote on compensation paid to our named executive officers as disclosed in our Proxy Statement for the 2015 annual meeting, including the Compensation Discussion and Analysis, compensation tables and narrative discussion, was approved by a majority of the votes cast as follows:
 
 
 
 
 
 
 
 
Votes For
154,511,208
Votes Against
4,363,461
Abstain
1,624,244
Broker Non-Votes
28,196,974
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Item 7.01
 
Regulation FD Disclosure
 
 
 
 
 
On May 20, 2015, we released a summary of the remarks made by Terry K. Spencer, president and chief executive officer, at our annual meeting of shareholders on May 20, 2015, regarding our 2014 performance. A copy of the news release is attached as Exhibit 99.1 and is incorporated herein by reference.

The information disclosed in this Item 7.01, including Exhibit 99.1 hereto, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the Exchange Act), or otherwise subject to the liabilities under that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act except as expressly set forth by specific reference in such filing.
 
 
 
Item 9.01
 
Financial Statements and Exhibits
 
 
 
 
(d)
Exhibits
 
 
 
Exhibit
Number
Description
 
 
99.1
 
News release issued by ONEOK, Inc. dated May 20, 2015 - Summary of President and CEO Remarks.


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SIGNATURE

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

 
 
 
ONEOK, Inc.
 
 
 
 
Date:
May 26, 2015
By:
/s/ Derek S. Reiners
 
 
 
Derek S. Reiners
Senior Vice President,
Chief Financial Officer and
Treasurer


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EXHIBIT INDEX


Exhibit
Number
Description
 
 
99.1
 
News release issued by ONEOK, Inc. dated May 20, 2015 - Summary of President and CEO Remarks.



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