false 0000101594 US ENERGY CORP 0000101594 2024-05-17 2024-05-17
 
 
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 17, 2024
 
U.S. ENERGY CORP.
(Exact name of registrant as specified in its charter)
 
Delaware
  
000-06814
  
83-0205516
(State or other jurisdiction
of incorporation)
  
(Commission
File Number)
  
(IRS Employer
Identification No.)
 
1616 S. Voss, Suite 725, Houston, Texas
  
77057
(Address of principal executive offices)
  
(Zip Code)
 
Registrant’s telephone number, including area code: (303) 993-3200
 
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 (see General Instruction 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 exchange on which registered
Common Stock, $0.01 par value
  
USEG
  
NASDAQ Stock Market LLC
(Nasdaq Capital Market)
 
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. ☐
 
 
 
 
 
Item 5.07 Submission of Matters to a Vote of Security Holders.
 
On May 17, 2024, U.S. Energy Corp. (“we”, “us” or the “Company”) held its 2024 Annual Meeting of Stockholders (the “Meeting”). The following three proposals were voted on at the Meeting (as described in greater detail in the Definitive Proxy Statement on Schedule 14A, filed with the Securities and Exchange Commission on April 18, 2024 (the “Proxy Statement”)), with the results of such voting as set forth below. Capitalized terms have the meanings given to such terms in the Proxy Statement and this Form 8-K should be read in connection with the Proxy Statement.
 
Proposal 1
 
Each of the two (2) Class Two director nominees listed below were duly appointed to the Board of Directors by a plurality of the votes cast (there was no solicitation in opposition to management’s nominees as listed in the proxy statement), each to serve a term of three years and until their respective successors have been elected and qualified:
 
   
Votes For
    
Votes
Withheld
    
Broker
Non-Votes
  
James W. Denny III
     11,658,987       571,067       7,297,058  
Ryan L. Smith
     12,066,943       163,111       7,297,058  
 
Proposal 2
 
A management proposal to ratify the appointment of Weaver & Tidwell, L.L.P. as the Company’s independent auditor for the fiscal year ended December 31, 2024 was approved.
 
 
Votes For
    
Votes
Against
    
Abstentions
    
Broker
Non-Votes
  
 
19,348,087
      
148,647
      
30,378
      
—
  
 
Proposal 3
 
A management proposal relating to an advisory vote to approve named executive officer compensation was approved.
 
Votes For
    
Votes
Against
    
Abstentions
    
Broker
Non-Votes
  
 
11,704,076
      
476,835
      
49,143
      
7,297,058
  
 
 
 
 
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.
 
 
U.S. ENERGY CORP.
     
 
By:
/s/ Ryan Smith
   
Ryan Smith
   
Chief Executive Officer
     
 
Dated: 
May 21, 2024
 
 
v3.24.1.1.u2
Document And Entity Information
May 17, 2024
Document Information [Line Items]  
Entity, Registrant Name US ENERGY CORP
Document, Type 8-K
Document, Period End Date May 17, 2024
Entity, Incorporation, State or Country Code DE
Entity, File Number 000-06814
Entity, Tax Identification Number 83-0205516
Entity, Address, Address Line One 1616 S. Voss, Suite 725
Entity, Address, City or Town Houston
Entity, Address, State or Province TX
Entity, Address, Postal Zip Code 77057
City Area Code 303
Local Phone Number 993-3200
Written Communications false
Soliciting Material false
Pre-commencement Tender Offer false
Pre-commencement Issuer Tender Offer false
Title of 12(b) Security Common Stock
Trading Symbol USEG
Security Exchange Name NASDAQ
Entity, Emerging Growth Company false
Amendment Flag false
Entity, Central Index Key 0000101594
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