ovv-8k_20220504.htm
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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 4, 2022

 

Ovintiv Inc.

(Exact Name of Registrant as Specified in its Charter)

 

 

Delaware

(State or Other Jurisdiction

of Incorporation)

001-39191

(Commission

File Number)

84-4427672

(I.R.S. Employer

Identification No.)

 

 

 

Suite 1700, 370 - 17th Street

Denver, Colorado

(Address of principal executive offices)

 

80202

(Zip Code)

 

(303) 623-2300

(Registrant’s telephone number, including area code)

 

Not Applicable

(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))

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class

 

Trading Symbol(s)

 

Name of each exchange on which registered

Common Stock, par value $0.01 per share

 

OVV

 

New York Stock Exchange

 

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 5.07Submission of Matters to a Vote of Security Holders.

 

At the 2022 Annual Meeting of Shareholders of Ovintiv Inc. (the “Corporation”) held on May 4, 2022, the following matters, as further described in the Corporation’s definitive proxy statement on Schedule 14A filed with the Securities and Exchange Commission on March 23, 2022 (the “Proxy Statement”), were submitted to a vote of holders of common stock.

 

1.

Election of Directors

 

Each nominee listed in the Proxy Statement was elected as a director of the Corporation. The results of the vote by ballot were as follows:

 

Name of Nominee

Votes For

Percent

Votes Against

Percent

Peter A. Dea

181,052,519

97.67%

4,308,495

2.32%

Meg A. Gentle

185,064,734

99.32%

1,257,914

0.67%

Howard J. Mayson

185,666,639

99.64%

659,123

0.35%

Brendan M. McCracken

185,712,436

99.67%

614,527

0.32%

Lee A. McIntire

183,360,724

98.40%

2,964,280

1.59%

Katherine L. Minyard

185,471,660

99.54%

856,324

0.45%

Steven W. Nance

185,628,545

99.62%

693,631

0.37%

Suzanne P. Nimocks

181,941,295

97.64%

4,386,577

2.35%

George L. Pita

184,924,251

99.25%

1,396,304

0.74%

Thomas G. Ricks

183,234,525

98.34%

3,085,321

1.65%

Brian G. Shaw

185,057,328

99.31%

1,268,537

0.68%

Bruce G. Waterman

183,560,190

98.51%

2,766,228

1.48%

2.Advisory Vote to Approve Compensation of Named Executive Officers

The results of the non-binding advisory vote for the compensation of the Corporation’s named executive officers were as follows:

Votes For

Percent

Votes Against

Percent

182,065,279

97.78%

4,123,657

2.21%

3.Increase Share Reserve of Omnibus Incentive Plan

The results for the increase share reserve of the Omnibus Incentive Plan were as follows:

Votes For

Percent

Votes Against

Percent

181,330,791

97.35%

4,922,022

2.64%

4.Ratify PricewaterhouseCoopers LLP as Independent Auditors

The results for the ratification of PricewaterhouseCoopers LLP, Chartered Accountants, as the Corporation’s independent auditors were as follows:

Votes For

Percent

Votes Against

Percent

202,015,794

97.60%

4,965,334

2.39%


 

 

ITEM 9.01 Financial Statements and Exhibits.

(d) Exhibits

 

Exhibit No.

 

Exhibit Description

 

 

 

Exhibit 99.1

 

News Release dated May 5, 2022.

 

 

 

Exhibit 104

 

Cover Page Interactive Data File (embedded within the Inline XBRL document).

 


 

EXHIBIT INDEX

 

Exhibit No.

 

Exhibit Description

 

 

 

Exhibit 99.1

 

News Release dated May 5, 2022.

 

 

 

Exhibit 104

 

Cover Page Interactive Data File (embedded within the Inline XBRL document).

 


 

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.

 

Dated May 5, 2022

 

 

OVINTIV INC.

 

(Registrant)

 

 

 

 

 

By:

 

/s/ Dawna I. Gibb

 

 

 

Name: Dawna I. Gibb

 

 

 

Title:   Assistant Corporate Secretary