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

February 8, 2023
Date of Report (Date of earliest event reported)

ATMOS ENERGY CORPORATION
(Exact Name of Registrant as Specified in its Charter)

TEXAS AND VIRGINIA
  
1-10042
  
75-1743247
(State or Other Jurisdiction of Incorporation)
  
(Commission File Number)
  
(I.R.S. Employer Identification No.)

1800 THREE LINCOLN CENTRE,
5430 LBJ FREEWAY, DALLAS, TEXAS
  
75240
(Address of Principal Executive Offices)
  
(Zip Code)

 
(972) 934-9227
  
 
(Registrant's Telephone Number, Including Area Code)
  

 
Not Applicable
  
 
(Former Name or Former Address, if Changed Since Last Report)
  

Title of each class
Trading Symbol
Name of each exchange on which registered
Common stock No Par Value
ATO
New York Stock Exchange

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))

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.

          At the company’s 2023 annual meeting of shareholders on February 8, 2023, of the total shares of common stock outstanding and entitled to vote, a total of 124,551,786 shares were represented, constituting a 88.32% quorum.  The final results for each of the matters submitted to a vote of our shareholders at the annual meeting are as follows:

Proposal No. 1:   All of the board’s nominees for director were elected by our shareholders to serve until the company’s 2024 annual meeting of shareholders or until their respective successors are elected and qualified, with the vote totals as set forth in the table below:

Nominee
For
Against
Abstain
Broker Non-Votes
John C. Ale
114,163,716
283,161
146,360
9,958,549
J. Kevin Akers
113,418,341
1,033,802
141,094
9,958,549
Kim R. Cocklin
111,251,095
3,206,859
135,283
9,958,549
Kelly H. Compton
113,413,020
1,042,346
137,871
9,958,549
Sean Donohue
109,958,255
4,480,568
154,414
9,958,549
Rafael G. Garza
109,892,091
4,557,717
143,429
9,958,549
Richard K. Gordon
96,883,371
17,565,153
144,713
9,958,549
Nancy K. Quinn
104,767,386
9,691,522
134,329
9,958,549
Richard A. Sampson
101,078,644
13,365,366
149,227
9,958,549
Diana J. Walters
113,621,477
808,602
163,158
9,958,549
Frank Yoho
103,674,482
10,773,433
145,322
9,958,549

Proposal No. 2:  The appointment of Ernst & Young LLP as the company’s independent registered public accounting firm for fiscal 2023 was ratified by our shareholders, with the vote totals as set forth in the table below:

For
Against
Abstain
Broker Non-Votes
118,194,016
6,182,327
175,443
-

Proposal No. 3:  Our shareholders approved, on an advisory (non-binding) basis, the compensation of our named executive officers for fiscal 2022, with the vote totals as set forth in the table below:

For
Against
Abstain
Broker Non-Votes
106,617,323
6,508,262
1,467,652
9,958,549




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.

 
ATMOS ENERGY CORPORATION
 
(Registrant)
     
DATE:  February 13, 2023
By:
/s/ KAREN E. HARTSFIELD
   
Karen E. Hartsfield
   
Senior Vice President, General Counsel and Corporate Secretary