- Current report filing (8-K)
May 10 2012 - 4:24PM
Edgar (US Regulatory)
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
10, 2012
________________________
McDermott International, Inc.
(Exact
name of registrant as specified in its charter)
________________________
REPUBLIC OF PANAMA
(State or other jurisdiction of
incorporation)
001-08430
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72-0593134
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(Commission File Number)
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(IRS Employer Identification No.)
|
|
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757 N. Eldridge Parkway
Houston, Texas
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77079
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(Address of Principal Executive Offices)
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(Zip Code)
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Registrant’s telephone number, including area code: (281) 870-5000
(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
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))
________________________
Item 2.02 Results of Operations and Financial Condition.
On May 10, 2012, we issued a press release announcing our financial
results for the first quarter ended March 31, 2012. A copy of the press
release is furnished as Exhibit 99.1, and the information contained in
Exhibit 99.1 is incorporated by reference.
The information furnished pursuant to this Item 2.02, including Exhibit
99.1, shall not be deemed to be “filed” for the purposes of Section 18
of the Securities Exchange Act of 1934, as amended (the “Exchange Act”),
or otherwise subject to the liabilities of that section, nor shall such
information be deemed incorporated by reference in any filing under the
Securities Act of 1933, as amended, or the Exchange Act, except as shall
be expressly set forth by specific reference in such filing.
Item
5.07 Submission of Matters to a Vote of Security Holders.
Results of Annual Meeting of Stockholders
We held our 2012 Annual Meeting of Stockholders (the “Annual Meeting”)
on Thursday, May 10, 2012, in Houston, Texas. Set forth below are the
final voting results on each matter submitted to a vote of stockholders
at the Annual Meeting. Each proposal is described in more detail in our
Proxy Statement for the Annual Meeting dated March 30, 2012.
Proposal
1
: The stockholders elected each of the eight director nominees to
our Board of Directors for a one-year term, with the voting results as
follows:
Nominee
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Votes For
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Votes Withheld
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Broker Non-Votes
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John F. Bookout, III
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194,975,527
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1,599,019
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24,802,642
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Roger A. Brown
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194,549,367
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2,025,179
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24,802,642
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Stephen G. Hanks
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194,745,781
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1,828,765
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24,802,642
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Stephen M. Johnson
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191,274,264
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5,300,282
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24,802,642
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D. Bradley McWilliams
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194,785,938
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1,788,608
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24,802,642
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Thomas C. Schievelbein
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192,599,517
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3,975,029
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24,802,642
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Mary L. Shafer-Malicki
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195,121,911
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1,452,635
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24,802,642
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David A. Trice
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194,939,419
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1,635,127
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24,802,642
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Proposal 2
: The stockholders approved, on an advisory basis, our
named executive officer compensation, with the voting results as follows:
For
|
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Against
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Abstentions
|
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Broker Non-Votes
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190,639,242
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5,314,278
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621,026
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24,802,642
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Proposal 3
: The stockholders ratified the appointment of
Deloitte & Touche LLP as our independent registered public accounting
firm for the year ending December 31, 2012, with the voting results as
follows:
For
|
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Against
|
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Abstentions
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220,705,210
|
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508,043
|
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163,935
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A copy of our press release announcing the results of the Annual Meeting
is attached hereto as Exhibit 99.2 and is incorporated herein by
reference.
Item 9.01 Financial Statements and Exhibits.
(d)
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Exhibits
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99.1
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Press Release Announcing Results for First Quarter dated May 10,
2012.
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99.2
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Press Release Announcing the Results of the Annual Meeting dated May
10, 2012.
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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 thereunto duly authorized.
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McDERMOTT INTERNATIONAL, INC.
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By:
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/s/ Perry L. Elders
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Perry L. Elders
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Senior Vice President and Chief Financial Officer
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May 10, 2012
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