UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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Item 5.07 Submission of Matters to a Vote of Security Holders.
On January 13, 2020, SRC Energy Inc. (“SRC”) held a special meeting of its shareholders (the “Special Meeting”) to consider and vote on certain proposals related to the Agreement and Plan of Merger, dated as of August 25, 2019 (the “Merger Agreement”), by and between SRC and PDC Energy, Inc. (“PDC”) providing for the merger of SRC with and into PDC (the “Merger”), with PDC continuing as the surviving corporation. Prior to the Special Meeting, SRC delivered a proxy statement (the “Proxy Statement”) to its shareholders describing the proposals to be voted on at the Special Meeting, the Merger and related information. The Proxy Statement was filed by SRC with the U.S. Securities and Exchange Commission on December 9, 2019.
At the close of business on November 29, 2019, the record date for the Special Meeting, there were approximately 243,567,718 shares of SRC common stock outstanding, all of which were entitled to vote at the Special Meeting. At the Special Meeting, holders of an aggregate of 200,144,854 shares of SRC common stock were present or represented by proxy, constituting a quorum. The following are the final voting results on the proposals considered and voted upon at the Special Meeting, each of which is more fully described in the Proxy Statement.
Proposal 1: Holders of SRC common stock adopted and approved the Merger Agreement and the merger of PDC and SRC pursuant thereto (the “Merger Proposal”).
| For | Against | Abstain | Broker non-votes | |||
| 199,508,295 | 247,554 | 389,005 | -- |
Proposal 2: Holders of SRC common stock approved, by a non-binding advisory vote, certain compensation that may be paid or become payable to SRC’s named executive officers that is based on or otherwise relates to the Merger.
| For | Against | Abstain | Broker non-votes | |||
| 128,433,304 | 70,819,431 | 892,119 | -- |
Proposal 3: Holders of SRC common stock approved the adjournment of the Special Meeting, if necessary, to solicit additional proxies if there are not sufficient votes to approve the Merger Proposal at the time of the Special Meeting. Because there were sufficient proxies to approve the Merger Proposal, no proposal to adjourn the Special Meeting was made.
| For | Against | Abstain | Broker non-votes | |||
| 182,407,321 | 17,226,869 | 510,664 | -- |
SIGNATURE
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.
| SRC Energy Inc. | |||
| Date: January 13, 2020 | By: | /s/ James P. Henderson | |
| Name: | James P. Henderson | ||
| Title: | Executive Vice President and Chief Financial Officer | ||