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8-K
BRISTOW GROUP INC filed this Form 8-K on 08/03/2018
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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): July 31, 2018
_________________________________________________
 
Bristow Group Inc.
(Exact name of registrant as specified in its charter)
_______________________________________________

Delaware
 (State or other jurisdiction
 of incorporation)
 
001-31617
 (Commission File Number)
 
72-0679819
 (IRS Employer
 Identification No.)
2103 City West Blvd.,
 4th Floor
 Houston, Texas
 (Address of principal executive offices)
 
77042
 (Zip Code)  

Registrant's telephone number, including area code: (713) 267-7600

Former Name or Former Address, if Changed Since Last Report: NONE
_______________________________________________
  
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))

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. ¨

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Item 5.07    Submission of Matters to a Vote of Security Holders.
The annual meeting of the stockholders of Bristow Group Inc. (the “Company”) was held on July 31, 2018. The matters voted on at the meeting were as stated below.
1.
For the election of directors, all nominees were approved for a subsequent one-year term. The results were as follows:
Nominee
For
Withheld
Broker Non-Vote
Thomas N. Amonett
28,892,729
373,363
2,551,290
Jonathan E. Baliff
29,102,000
164,092
2,551,290
Gaurdie E. Banister, Jr.
29,100,882
165,210
2,551,290
Lori A. Gobillot
29,049,279
216,813
2,551,290
Ian A. Godden
28,977,708
288,384
2,551,290
A. William Higgins
29,061,864
204,228
2,551,290
Stephen A. King
23,986,808
5,279,284
2,551,290
Thomas C. Knudson
29,116,145
149,947
2,551,290
Biggs C. Porter
29,123,565
142,527
2,551,290
2.
Proposal to approve on an advisory basis the Company’s executive compensation. The results were as follows:
For
Against
Abstain
Broker Non-Vote
22,198,847
6,017,678
1,049,567
2,551,290
3.
Proposal to approve the removal of common stock issuance restrictions of the Company upon the exercise of warrants. The results were as follows:
For
Against
Abstain
Broker Non-Vote
28,704,867
521,052
40,173
2,551,290
4.
Proposal to approve and ratify the selection of KPMG LLP as the Company’s independent auditors for the fiscal year ending March 31, 2019. The results were as follows:
For
Against
Abstain
31,398,602
409,870
8,910


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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 hereunto duly authorized.
 
 
 
 
 
 
BRISTOW GROUP INC.


  


 
Date: August 3, 2018
By:
/s/ Timothy J. Knapp
 
 
 
Timothy J. Knapp
Senior Vice President, General Counsel and Corporate Secretary

 





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