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 19, 2010
CVR ENERGY, INC.
(Exact name of registrant as specified in its charter)
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Delaware
(State or other
jurisdiction of
incorporation)
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001-33492
(Commission File Number)
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61-1512186
(I.R.S. Employer
Identification Number) |
2277 Plaza Drive, Suite 500
Sugar Land, Texas 77479
(Address of principal executive offices,
including zip code)
Registrant’s telephone number, including area code: (281) 207-3200
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:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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| Item 5.07. |
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Submission of Matters to a Vote of Security Holders. |
On May 19, 2010, CVR Energy, Inc. (the “Company”) held its annual meeting of the
stockholders of the Company. The stockholders of the Company voted on two proposals, consisting of
(1) the election of nine directors to the board of directors of the Company (the “Board”), and (2)
the ratification of the appointment of KPMG LLP as the independent registered public accounting
firm of the Company for the fiscal year ending December 31, 2010. For more information regarding
the foregoing proposals, please see the Company’s Proxy Statement dated April 19, 2010, which was
filed with the Securities and Exchange Commission pursuant to Regulation 14A of the Securities
Exchange Act of 1934, as amended.
At the annual meeting of the stockholders of the Company, all of the Board’s nominees for
director were elected, and the appointment of KPMG LLP as the independent registered public
accounting firm of the Company for the fiscal year ending December 31, 2010 was ratified. The
voting results for each of the proposals are summarized below.
Proposal 1 — Elect Nine Directors
The nominees listed below were elected to the Board, with the respective votes set forth
opposite of each nominee’s name:
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| Director |
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Votes For |
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Votes Against or Withheld |
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Votes Abstain |
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Broker Non-Votes |
John J. Lipinski |
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65,084,101 |
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14,630,181 |
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0 |
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3,044,498 |
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C. Scott Hobbs |
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79,321,641 |
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392,641 |
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0 |
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3,044,498 |
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Scott L. Lebovitz |
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66,391,921 |
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13,322,361 |
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0 |
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3,044,498 |
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George E. Matelich |
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66,402,339 |
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13,311,943 |
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0 |
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3,044,498 |
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Steve A. Nordaker |
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79,298,600 |
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415,682 |
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0 |
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3,044,498 |
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Stanley de J. Osborne |
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66,423,484 |
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13,290,798 |
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0 |
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3,044,498 |
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John K. Rowan |
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67,210,498 |
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12,503,784 |
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0 |
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3,044,498 |
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Joseph E. Sparano |
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79,307,022 |
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407,260 |
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0 |
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3,044,498 |
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Mark E. Tomkins |
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79,300,485 |
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413,797 |
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0 |
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3,044,498 |
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Proposal 2 — Ratify Selection of Independent Auditor
The appointment by the Company’s Audit Committee of KPMG LLP as the independent registered
public accounting firm of the Company for the fiscal year ending December 31, 2010 was ratified by
the following vote:
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| Votes For |
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Votes Against or Withheld |
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Votes Abstain |
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Broker Non-Votes |
82,514,916
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224,246
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19,618
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0 |