Item 5.07 Submission of Matters to a Vote of Security Holders.
At the annual meeting of stockholders of Dril-Quip held on May 12, 2021, the
matters voted upon and the number of votes cast for or against, as well as the
number of abstentions and broker non-votes as to such matters, were as stated
below. The proposals related to each matter are described in detail in
Dril-Quip's definitive proxy statement for the annual meeting, which was filed
with the Securities and Exchange Commission on March 30, 2021.
Proposal 1-Election of Directors
The following nominees for director were elected to serve three-year terms
expiring at the 2024 annual meeting of stockholders by a majority of the votes
cast at the annual meeting:
Broker
For Against Abstentions Non-Votes
Steven L. Newman 25,827,982 7,017,718 1,087 879,821
Amy B. Schwetz 31,838,696 1,007,384 707 879,821
Proposal 2-Approval of Appointment of Independent Registered Public Accounting
Firm
The appointment of PricewaterhouseCoopers LLP as independent registered public
accountants for Dril-Quip for 2021 was approved by the majority of the votes
cast "for" or "against" the proposal at the meeting:
For Against Abstentions Broker Non-Votes
33,701,783 24,218 607 0
Proposal 3-Advisory Vote to Approve Executive Compensation
The advisory vote on the compensation of Dril-Quip's named executive officers
received the affirmative vote of a majority of the votes cast "for" or "against"
the proposal at the meeting:
For Against Abstentions Broker Non-Votes
32,293,255 546,520 7,012 879,821
Proposal 4-Approval of Amendment to 2017 Omnibus Incentive Plan
The amendment to the 2017 Omnibus Incentive Plan of Dril-Quip was approved by
the majority of the votes cast "for" or "against" the proposal at the meeting:
For Against Abstentions Broker Non-Votes
31,933,806 907,256 5,725 879,821
Item 8.01 Other Information.
AFGlobal Corporation recently provided 90-day written notice of termination of
the lease agreement between Dril-Quip, Inc. (the "Company") and AFGlobal in
relation to the Company's forge facility and equipment at its Houston Eldridge
campus. As most recently described in the Company's Annual Report on Form 10-K
for the year ended December 31, 2020, this lease was entered into during the
latter part of 2019.
Based on the initial 5-year term of the lease agreement, the Company had
straight-lined the total anticipated lease revenue for that initial term into
equal monthly lease revenue. As a result of the lease termination, the Company
has approximately $2.3 million in unbilled revenue that will be expensed. The
Company has numerous other forging suppliers and does not expect any disruptions
in forgings supply as a result of the lease termination.
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