Document


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, 2017

kminc4a01a04.jpg
KINDER MORGAN, INC.
(Exact name of registrant as specified in its charter)


Delaware
(State or other jurisdiction
of incorporation)
001-35081
(Commission
File Number)
80-0682103
(I.R.S. Employer
Identification No.)


1001 Louisiana Street, Suite 1000
Houston, Texas 77002
(Address of principal executive offices, including zip code)

713-369-9000
(Registrant’s telephone number, including area code)

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:

o
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
  
o
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
  
o
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
  
o
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 o

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. o




Item 5.07    Submission of Matters to a Vote of Security Holders.
Kinder Morgan, Inc. (“KMI”) held its 2017 Annual Meeting of Stockholders (the “Annual Meeting”) on May 10, 2017. At the Annual Meeting, a total of 1,965,780,831 shares of KMI’s common stock entitled to vote were present in person or represented by proxy, constituting a quorum for the transaction of business.
At the Annual Meeting, KMI stockholders voted on the following proposals: (1) election of sixteen nominated directors to KMI’s Board of Directors; (2) a proposal to ratify the selection of PricewaterhouseCoopers LLP as KMI’s independent registered public accounting firm for 2017 and (3) four proposals submitted by stockholders, which related to (a) a proxy access bylaw, (b) a report on methane emissions, (c) an annual sustainability report and (d) an assessment of the medium- and long-term portfolio impacts of technological advances and global climate change policies. Final voting results are presented below.
Proposal One - Election of Directors

KMI stockholders elected sixteen directors, each to serve until KMI’s 2018 annual meeting or, if earlier, the election and qualification of his or her successor.
Nominee
For
Against
Broker Non-Votes
Richard D. Kinder
1,527,966,082
15,312,856
422,502,394
Steven J. Kean
1,531,154,713
12,124,225
422,502,394
Kimberly A. Dang
1,458,846,200
84,432,738
422,502,394
Ted A. Gardner
1,422,297,090
120,981,848
422,502,394
Anthony W. Hall, Jr.
1,530,094,258
13,184,680
422,502,394
Gary L. Hultquist
1,526,179,186
17,099,752
422,502,394
Ronald L. Kuehn, Jr.
1,529,231,006
14,047,932
422,502,394
Deborah A. Macdonald
1,526,915,837
16,373,101
422,492,394
Michael C. Morgan
1,530,127,733
13,151,205
422,502,394
Arthur Reichstetter
1,530,393,003
12,885,935
422,502,394
Fayez Sarofim
1,526,161,413
17,117,514
422,502,394
C. Park Shaper
1,529,839,354
13,439,584
422,502,394
William A. Smith
1,526,910,586
16,368,352
422,502,394
Joel V. Staff
1,527,153,459
16,125,479
422,502,394
Robert F. Vagt
1,526,275,006
17,003,932
422,502,394
Perry M. Waughtal
1,529,362,561
13,916,377
422,502,394

Proposal Two - Ratification of Selection of PricewaterhouseCoopers LLP

KMI stockholders ratified the selection of PricewaterhouseCoopers LLP as KMI’s independent registered public accounting firm for 2017.
For
Against
Abstain
Broker Non-Votes
1,938,950,652
21,801,567
5,028,612

Proposal Three - Proxy Access Bylaw

KMI stockholders approved the stockholder proposal relating to a proxy access bylaw.
For
Against
Abstain
Broker Non-Votes
898,551,065
635,362,050
9,365,822
422,502,394


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Proposal Four - Report on Methane Emissions

KMI stockholders did not approve the stockholder proposal relating to a report on methane emissions.
For
Against
Abstain
Broker Non-Votes
614,139,882
899,069,925
30,069,131
422,502,394

Proposal Five - Annual Sustainability Report

KMI stockholders did not approve the stockholder proposal relating to an annual sustainability report.
For
Against
Abstain
Broker Non-Votes
581,423,940
930,872,975
30,982,022
422,502,394

Proposal Six - Assessment of the Medium- and Long-term Portfolio Impacts of Technological Advances and Global Climate Change Policies

KMI stockholders did not approve the stockholder proposal relating to an assessment of the medium- and long-term portfolio impacts of technological advances and global climate change policies.
For
Against
Abstain
Broker Non-Votes
578,466,382
934,708,346
30,104,010
422,502,394

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S I G N A T U R E

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.

  
 
 
 
KINDER MORGAN, INC.
  
 
 
 
 

Dated: May 12, 2017
 
 
 
By:
 
/s/ David R. DeVeau
 
 
 
 
 
 
David R. DeVeau
Vice President



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