8-K
filed May 10, 2023, 7:59 PM ET
CIK 0000949039
other material
confidence high
sentiment neutral
materiality 0.40
Diamond Offshore shareholders approve board declassification, re-elect directors
DIAMOND OFFSHORE DRILLING, INC.
- Shareholders approved amendment to declassify board over three years, effective 2024 annual meeting.
- Patrice Douglas and Neal P. Goldman elected as Class II directors for terms until 2026.
- Advisory vote on executive compensation approved with 98.35% support; board sets annual frequency.
- Ratification of Deloitte & Touche as independent auditor for 2023 approved with 98.07%.
- Approx. 78.83% of shares represented; seven incumbent directors continue in office.
Key facts
Extracted from this filing and checked against the source text.
Governance Changes
SEC 8-K Item 5.03/5.05/5.06
confidence 0.9
DIAMOND OFFSHORE DRILLING, INC.: Amended and restated certificate of incorporation to declassify the board of directors over a three-year period, transitioning to annual election of one-year terms effective 2024, fully declassified by 2026 (effective 2023-05-10).
- Change
- charter amendment
- Effective
- 2023-05-10
Exact text from the filing
On May 10, 2023, the Company’s Fourth Amended and Restated Certificate of Incorporation (the “ Restated Certificate ”) giving effect to such amendments was filed with the Secretary of State of the State of Delaware, and it became effective on such date.
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.9
DIAMOND OFFSHORE DRILLING, INC. shareholders approved Advisory Vote on Frequency of Future Advisory Votes on Executive Compensation at the 2023-05-10 meeting.
- Proposal
- say on pay frequency
- Outcome
- passed
- Meeting
- 2023-05-10
Exact text from the filing
3. Advisory Vote on Frequency of Future Advisory Votes on Executive Compensation 9,324,217 Every Year 70,370,073 99.73 % — — — — Every Two Years 17,918 0.02 % — — — — Every Three Years 168,523 0.23 % — — — — Abstain — — — — 70,639 —
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.9
DIAMOND OFFSHORE DRILLING, INC. shareholders approved Ratification of Deloitte & Touche LLP as Independent Auditors for 2023 at the 2023-05-10 meeting.
- Proposal
- auditor ratification
- Outcome
- passed
- Meeting
- 2023-05-10
Exact text from the filing
4. Ratification of Deloitte & Touche LLP as Independent Auditors for 2023 78,308,321 98.07 % 1,537,408 1.92 % 105,641 —
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.9
DIAMOND OFFSHORE DRILLING, INC. shareholders approved Advisory Approval of Executive Compensation at the 2023-05-10 meeting.
- Proposal
- say on pay
- Outcome
- passed
- Meeting
- 2023-05-10
Exact text from the filing
2. Advisory Approval of Executive Compensation 69,269,852 98.35 % 1,159,826 1.64 % 197,475 9,324,217
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.9
DIAMOND OFFSHORE DRILLING, INC. shareholders approved Approve Amendments in the Restated Certificate to Declassify the Board at the 2023-05-10 meeting.
- Proposal
- charter amendment
- Outcome
- passed
- Meeting
- 2023-05-10
Exact text from the filing
5. Approve Amendments in the Restated Certificate to Declassify the Board 70,501,616 69.51 % 29,041 0.02 % 96,496 9,324,217
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.9
DIAMOND OFFSHORE DRILLING, INC. shareholders approved Election of Class II Directors at the 2023-05-10 meeting.
- Proposal
- director election
- Outcome
- passed
- Meeting
- 2023-05-10
Exact text from the filing
1. Election of Class II Directors Patrice Douglas 70,072,103 99.74 % 176,315 0.25 % 378,735 9,324,217 Neal P. Goldman 61,636,441 87.48 % 8,819,434 12.51 % 171,278 9,324,217
View on SEC.gov
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