UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 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):

June 5, 2014

 

KOSMOS ENERGY LTD.

(Exact Name of Registrant as Specified in its Charter)

 

 

 

Registrant’s telephone number, including area code: +1 441 295 5950

 

 

(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 (see General Instruction A.2. below):

 

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))

 

 

 

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

 

The 2014 Annual General Meeting of Shareholders of Kosmos Energy Ltd. (the “Company”) was held on June 5, 2014. There were 388,251,802 common shares entitled to vote at the meeting and a total of 362,556,329 (approximately 93.38%) were represented at the meeting.

 

The proposals voted upon at the 2014 Annual General Meeting of Shareholders and the final results of the vote on each proposal were as follows:

 

Proposal 1—The election of eleven directors to hold office until the 2015 Annual General Meeting of Shareholders, and until their respective successors are elected.

 

Each nominee for director was elected by a vote of the shareholders as follows:

 

Nominees		Votes For		Votes Withheld		Not Voted (Broker Non-Votes)
Andrew G. Inglis		305,819,222		33,578,504		23,158,603
Brian F. Maxted		312,558,768		26,838,958		23,158,603
Sir Richard B. Dearlove		338,382,856		1,014,870		23,158,603
David I. Foley		312,458,069		26,939,657		23,158,603
David B. Krieger		312,940,665		26,457,061		23,158,603
Joseph P. Landy		307,133,014		32,264,712		23,158,603
Prakash A. Melwani		307,131,314		32,266,412		23,158,603
Adebayo (“Bayo”) O. Ogunlesi		337,620,617		1,777,109		23,158,603
Lars H. Thunell		338,376,171		1,021,555		23,158,603
Chris Tong		338,380,362		1,017,364		23,158,603
Christopher A. Wright		338,360,399		1,037,327		23,158,603

 

Proposal 2—The appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2014 and the authorization of the Company’s Audit Committee of the Board of Directors to determine their remuneration.

 

The proposal was approved by a vote of the shareholders as follows:

 

Votes For		Votes Against		Abstain
361,461,389		891,109		203,831

 

Proposal 3—Nonbinding, advisory vote to approve the compensation of the Company’s named executive officers as disclosed in its proxy statement.

 

The compensation of the Company’s named executive officers was approved by nonbinding, advisory vote of the shareholders as follows:

 

 

Votes For		Votes Against		Abstain		Not Voted (Broker Non-Votes)
336,453,257		2,879,938		64,531		23,158,603

 

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SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

 

Date: June 6, 2014
	KOSMOS ENERGY LTD.
	By:	/s/ W. Greg Dunlevy
		W. Greg Dunlevy
		Executive Vice President and Chief Financial Officer

 

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