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CVR ENERGY INC

Regulatory Filings May 21, 2010

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8-K 1 y84736e8vk.htm FORM 8-K e8vk PAGEBREAK

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 19, 2010

CVR ENERGY, INC.

(Exact name of registrant as specified in its charter)

Delaware (State or other jurisdiction of incorporation) 001-33492 (Commission File Number) 61-1512186 (I.R.S. Employer Identification Number)

2277 Plaza Drive, Suite 500 Sugar Land, Texas 77479

(Address of principal executive offices, including zip code)

Registrant’s telephone number, including area code: (281) 207-3200

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))

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link2 "Item 5.07. Submission of Matters to a Vote of Security Holders."

Item 5.07. Submission of Matters to a Vote of Security Holders.

On May 19, 2010, CVR Energy, Inc. (the “Company”) held its annual meeting of the stockholders of the Company. The stockholders of the Company voted on two proposals, consisting of (1) the election of nine directors to the board of directors of the Company (the “Board”), and (2) the ratification of the appointment of KPMG LLP as the independent registered public accounting firm of the Company for the fiscal year ending December 31, 2010. For more information regarding the foregoing proposals, please see the Company’s Proxy Statement dated April 19, 2010, which was filed with the Securities and Exchange Commission pursuant to Regulation 14A of the Securities Exchange Act of 1934, as amended.

At the annual meeting of the stockholders of the Company, all of the Board’s nominees for director were elected, and the appointment of KPMG LLP as the independent registered public accounting firm of the Company for the fiscal year ending December 31, 2010 was ratified. The voting results for each of the proposals are summarized below.

Proposal 1 — Elect Nine Directors

The nominees listed below were elected to the Board, with the respective votes set forth opposite of each nominee’s name:

Director — John J. Lipinski 65,084,101 14,630,181 0 3,044,498
C. Scott Hobbs 79,321,641 392,641 0 3,044,498
Scott L. Lebovitz 66,391,921 13,322,361 0 3,044,498
George E. Matelich 66,402,339 13,311,943 0 3,044,498
Steve A. Nordaker 79,298,600 415,682 0 3,044,498
Stanley de J. Osborne 66,423,484 13,290,798 0 3,044,498
John K. Rowan 67,210,498 12,503,784 0 3,044,498
Joseph E. Sparano 79,307,022 407,260 0 3,044,498
Mark E. Tomkins 79,300,485 413,797 0 3,044,498

Proposal 2 — Ratify Selection of Independent Auditor

The appointment by the Company’s Audit Committee of KPMG LLP as the independent registered public accounting firm of the Company for the fiscal year ending December 31, 2010 was ratified by the following vote:

Votes For Votes Against or Withheld Votes Abstain Broker Non-Votes
82,514,916 224,246 19,618 0

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link1 " SIGNATURES"

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.

Date: May 21, 2010

CVR ENERGY, INC.
By: /s/ Edmund S. Gross
Edmund S. Gross
Senior Vice President, General Counsel and Secretary

Folio /Folio

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