DEVON ENERGY CORP/DE — Regulatory Filings 2013

Sep 16, 2013

8-K 1 d598738d8k.htm FORM 8-K Form 8-K

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): September 16, 2013 (September 11, 2013)

DEVON ENERGY CORPORATION

(Exact Name of Registrant as Specified in its Charter)

DELAWARE	001-32318	73-1567067
(State or Other Jurisdiction of Incorporation or Organization)	(Commission File Number)	(IRS Employer Identification Number)

333 W. SHERIDAN AVE., OKLAHOMA CITY, OK	73102
(Address of Principal Executive Offices)	(Zip Code)

Registrant’s telephone number, including area code: (405) 235-3611

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))

Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.

On September 11, 2013, the Board of Directors of Devon Energy Corporation (“Devon”) amended the Amended and Restated Bylaws of Devon. The principal changes effected by the amendment were to:

(i) amend the first sentence of Article II, Section 8 of the Amended and Restated Bylaws to delete the clause “, other than the election of directors,”; and

(ii) amend in its entirety, Article III, Section 1 of the Amended and Restated Bylaws to provide that, in uncontested elections, Devon’s directors are elected by a majority vote of Devon’s stockholders and that, in contested elections, Devon’s directors are elected by a plurality vote of Devon’s stockholders.

Item 9.01 Financial Statements and Exhibits

(d) Exhibits

3.1 First Amendment to the Amended and Restated Bylaws of Devon Energy Corporation

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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 hereto duly authorized.

DEVON ENERGY CORPORATION
By:	/s/ Carla D. Brockman
	Carla D. Brockman
	Vice President Corporate Governance and
	Secretary

Date: September 16, 2013

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