--- schema_version: "secwatch.filing_event.v1" accession: "0001104659-23-117340" form_type: "8-K" ticker: "TPL" cik: "0001811074" company_name: "Texas Pacific Land Corp" filed_at: "2023-11-13T23:59:59+00:00" generated_at: "2026-06-08T05:21:41.003187+00:00" event_type: "other_material" sentiment: "neutral" materiality_score: 0.3 calibrated_materiality_score: 0.15 confidence: "high" source: SEC EDGAR --- # Texas Pacific Land annual meeting elects directors, approves executive compensation, defeats most shareholder proposals ## Summary - Three directors elected: Robert Roosa (4.1M for), Murray Stahl (4.1M for), Marguerite Woung-Chapman (4.0M for), with broker non-votes of ~1.5M. - Advisory vote on executive compensation passed with 3.7M for vs 841K against. - Ratification of Deloitte as auditor approved with 5.7M for, no broker non-votes. - Six non-binding stockholder proposals all defeated; only special meeting proposal (2.8M for, 1.8M against) received significant support. - Rhys J. Best appointed new board chair; Roosa and Woung-Chapman joined audit and governance committees. ## SEC filing metadata - accession: 0001104659-23-117340 - form_type: 8-K - ticker: TPL - cik: 0001811074 - company_name: Texas Pacific Land Corp - filed_at: 2023-11-13T23:59:59+00:00 - event_type: other_material - sentiment: neutral - materiality_score: 0.3 - calibrated_materiality_score: 0.15 - confidence: high - sec_items: 5.07 - EDGAR index: https://www.sec.gov/Archives/edgar/data/1811074/000110465923117340/0001104659-23-117340-index.htm - EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1811074/000110465923117340/tm2330560d1_8k.htm ## Machine-readable alternates - HTML: https://secwatch.observer/filing/0001104659-23-117340 - JSON: https://secwatch.observer/filing/0001104659-23-117340.json - Plain text: https://secwatch.observer/filing/0001104659-23-117340.txt ## Key facts - Shareholder Votes Texas Pacific Land Corp shareholders rejected To consider a non-binding stockholder proposal regarding severance pay to senior managers as a breach of fiduciary duty. at the 2023-11-10 meeting. - Outcome: failed - Meeting: 2023-11-10 source text: Proposal 9: Votes For Votes Against Abstentions Broker Non-Votes To consider a non-binding stockholder proposal regarding severance pay to senior managers as a breach of fiduciary duty. 937,343 3,640,625 55,339 1,496,782 evidence_url: https://www.sec.gov/Archives/edgar/data/1811074/000110465923117340/0001104659-23-117340-index.htm - Shareholder Votes Texas Pacific Land Corp shareholders approved Election of Marguerite Woung-Chapman as director at the 2023-11-10 meeting. - Proposal: director election - Outcome: passed - Meeting: 2023-11-10 source text: Marguerite Woung-Chapman 4,035,891 494,060 103,356 1,496,782 evidence_url: https://www.sec.gov/Archives/edgar/data/1811074/000110465923117340/0001104659-23-117340-index.htm - Shareholder Votes Texas Pacific Land Corp shareholders approved Election of Murray Stahl as director at the 2023-11-10 meeting. - Proposal: director election - Outcome: passed - Meeting: 2023-11-10 source text: Murray Stahl 4,141,644 472,017 19,646 1,496,782 evidence_url: https://www.sec.gov/Archives/edgar/data/1811074/000110465923117340/0001104659-23-117340-index.htm - Shareholder Votes Texas Pacific Land Corp shareholders rejected To consider a non-binding stockholder proposal regarding adopting a policy to request that the New York Stock Exchange not categorize any increase in the authorized number of shares as routine. at the 2023-11-10 meeting. - Outcome: failed - Meeting: 2023-11-10 source text: Proposal 8: Votes For Votes Against Abstentions Broker Non-Votes To consider a non-binding stockholder proposal regarding adopting a policy to request that the New York Stock Exchange not categorize any increase in the authorized number of shares as routine. 817,075 3,758,431 57,801 1,496,782 evidence_url: https://www.sec.gov/Archives/edgar/data/1811074/000110465923117340/0001104659-23-117340-index.htm - Shareholder Votes Texas Pacific Land Corp shareholders rejected To consider a non-binding stockholder proposal regarding adopting a policy requiring executives to retain a significant portion of stock until retirement. at the 2023-11-10 meeting. - Outcome: failed - Meeting: 2023-11-10 source text: Proposal 6: Votes For Votes Against Abstentions Broker Non-Votes To consider a non-binding stockholder regarding adopting a policy requiring executives to retain a significant portion of stock until retirement. 1,363,789 3,198,829 70,689 1,496,782 evidence_url: https://www.sec.gov/Archives/edgar/data/1811074/000110465923117340/0001104659-23-117340-index.htm - Shareholder Votes Texas Pacific Land Corp shareholders rejected To consider a non-binding stockholder proposal regarding adopting a policy that requires an independent Chair of the Company’s Board of Directors. at the 2023-11-10 meeting. - Outcome: failed - Meeting: 2023-11-10 source text: Proposal 5: Votes For Votes Against Abstentions Broker Non-Votes To consider a non-binding stockholder proposal regarding adopting a policy that requires an independent Chair of the Company’s Board of Directors. 959,602 3,607,743 65,962 1,496,782 evidence_url: https://www.sec.gov/Archives/edgar/data/1811074/000110465923117340/0001104659-23-117340-index.htm - Shareholder Votes Texas Pacific Land Corp shareholders rejected To consider a non-binding stockholder proposal regarding the stockholders’ ability to call for a special stockholder meeting. at the 2023-11-10 meeting. - Outcome: failed - Meeting: 2023-11-10 source text: Proposal 4: Votes For Votes Against Abstentions Broker Non-Votes To consider a non-binding stockholder proposal regarding the stockholders’ ability to call for a special stockholder meeting. 2,790,007 1,799,137 44,163 1,496,782 evidence_url: https://www.sec.gov/Archives/edgar/data/1811074/000110465923117340/0001104659-23-117340-index.htm - Shareholder Votes Texas Pacific Land Corp shareholders rejected To consider a non-binding stockholder proposal regarding stockholders’ ability to act by written consent. at the 2023-11-10 meeting. - Outcome: failed - Meeting: 2023-11-10 source text: Proposal 7: Votes For Votes Against Abstentions Broker Non-Votes To consider a non-binding stockholder proposal regarding stockholders’ ability to act by written consent. 2,645,746 1,916,755 70,806 1,496,782 evidence_url: https://www.sec.gov/Archives/edgar/data/1811074/000110465923117340/0001104659-23-117340-index.htm - Shareholder Votes Texas Pacific Land Corp shareholders approved To ratify the appointment of Deloitte & Touche LLP as our independent registered public accounting firm for the fiscal year ending December 31, 2023. at the 2023-11-10 meeting. - Proposal: auditor ratification - Outcome: passed - Meeting: 2023-11-10 source text: Proposal 3: Votes For Votes Against Abstentions Broker Non-Votes To ratify the appointment of Deloitte & Touche LLP as our independent registered public accounting firm for the fiscal year ending December 31, 2023. 5,742,191 253,266 134,632 0 evidence_url: https://www.sec.gov/Archives/edgar/data/1811074/000110465923117340/0001104659-23-117340-index.htm - Shareholder Votes Texas Pacific Land Corp shareholders approved Election of Robert Roosa as director at the 2023-11-10 meeting. - Proposal: director election - Outcome: passed - Meeting: 2023-11-10 source text: Proposal 1: To elect three (3) members of the Company’s Board of Directors to serve until the 2024 annual meeting of stockholders. Votes For Votes Against Abstentions Broker Non-Votes Robert Roosa 4,113,916 379,724 139,667 1,496,782 evidence_url: https://www.sec.gov/Archives/edgar/data/1811074/000110465923117340/0001104659-23-117340-index.htm - Shareholder Votes Texas Pacific Land Corp shareholders approved To approve, by advisory non-binding vote, the executive compensation paid to our named executive officers. at the 2023-11-10 meeting. - Proposal: say on pay - Outcome: passed - Meeting: 2023-11-10 source text: Proposal 2: Votes For Votes Against Abstentions Broker Non-Votes To approve, by advisory non-binding vote, the executive compensation paid to our named executive officers. 3,735,523 841,685 56,099 1,496,782 evidence_url: https://www.sec.gov/Archives/edgar/data/1811074/000110465923117340/0001104659-23-117340-index.htm This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.