SEC 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, 2016

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))
  






Item 5.07    Submission of Matters to a Vote of Security Holders.
Kinder Morgan, Inc. (“KMI”) held its 2016 Annual Meeting of Stockholders (the “Annual Meeting”) on May 10, 2016. At the Annual Meeting, a total of 1,980,963,998 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 fifteen 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 2016 and (3) four proposals submitted by stockholders, which related to (a) a report on KMI’s response to climate change, (b) a report on methane emissions, (c) an annual sustainability report and (d) a report on diversity of the Board of Directors. Final voting results are presented below.
Proposal One - Election of Directors

KMI stockholders elected fifteen directors, each to serve until KMI’s 2017 annual meeting or, if earlier, election and qualification of his or her successor.
Nominee
For
Withheld
Broker Non-Votes
Richard D. Kinder
1,430,333,268
27,758,444
522,872,286
Steven J. Kean
1,432,967,851
25,123,861
522,872,286
Ted A. Gardner
1,057,001,693
401,090,019
522,872,286
Anthony W. Hall, Jr.
1,193,645,973
264,445,739
522,872,286
Gary L. Hultquist
1,426,708,170
31,383,542
522,872,286
Ronald L. Kuehn, Jr.
1,194,256,977
263,834,734
522,872,286
Deborah A. Macdonald
1,423,056,325
35,035,387
522,872,286
Michael C. Morgan
1,431,112,767
26,978,945
522,872,286
Arthur Reichstetter
1,426,747,992
31,343,719
522,872,286
Fayez Sarofim
1,191,463,639
266,628,073
522,872,286
C. Park Shaper
1,431,822,791
26,268,921
522,872,286
William A. Smith
1,428,346,008
29,745,704
522,872,286
Joel V. Staff
1,423,394,375
34,697,337
522,872,286
Robert F. Vagt
1,426,730,416
31,361,296
522,872,286
Perry M. Waughtal
1,425,853,600
32,237,666
522,872,286

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 2016.
For
Against
Abstain
Broker Non-Votes
1,949,240,776
27,350,659
4,372,563
0

Proposal Three - Report on KMI’s Response to Climate Change

KMI stockholders did not approve the stockholder proposal relating to a report on KMI’s response to climate change.
For
Against
Abstain
Broker Non-Votes
344,597,579
928,548,929
184,945,204
522,872,286


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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
420,144,691
852,975,312
184,971,708
522,872,286

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
434,069,616
838,718,073
185,304,022
522,872,286

Proposal Six - Report on Diversity of the Board of Directors

KMI stockholders did not approve the stockholder proposal relating to a report on diversity of the Board of Directors.
For
Against
Abstain
Broker Non-Votes
293,028,729
981,986,385
183,076,597
522,872,286

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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 13, 2016
 
 
 
By:
 
/s/ David R. DeVeau
 
 
 
 
 
 
David R. DeVeau
Vice President



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