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 16, 2012

 

Cloud Peak Energy Inc.

Cloud Peak Energy Resources LLC

(Exact name of registrant as specified in its charter)

 

Delaware

Delaware

 

001-34547

333-168639

 

26-3088162

26-4073917

(State or other Jurisdiction of Incorporation)

 

(Commission File Number)

 

(IRS Employer Identification No.)

 

505 S. Gillette Ave., Gillette, Wyoming

 

82716

(Address of Principal Executive Offices)

 

(Zip Code)

 

Registrant’s telephone number, including area code: (307) 687-6000

 

Not Applicable

(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:

 

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.

 

On May 16, 2012, Cloud Peak Energy Inc. held its 2012 annual meeting of stockholders (“Annual Meeting”), at which the stockholders voted as follows:

 

·                  Proposal 1 (Election of Directors): The stockholders elected Messrs. Marshall and Nance as Class III directors, each to serve until the Company’s annual meeting of stockholders in 2015.

 

Nominee

 

For

 

Against

 

Abstain

 

Broker Non-
Votes

 

 

 

 

 

 

 

 

 

 

 

Colin Marshall

 

51,234,275

 

1,196,821

 

28,574

 

5,201,723

 

Steven Nance

 

51,241,955

 

1,188,591

 

29,124

 

5,201,723

 

 

·                  Proposal 2 (Ratification of the Appointment of Independent Auditors): The stockholders ratified the appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for the 2012 fiscal year.

 

For

 

Against

 

Abstain

 

Broker Non-
Votes

 

57,538,609

 

64,781

 

58,003

 

0

 

 

·                  Proposal 3 (Advisory Vote on Compensation of Named Executive Officers): The stockholders approved on an advisory basis the compensation of the Company’s named executive officers, as disclosed in the Proxy Statement pursuant to Item 402 of Regulation S-K promulgated by the Securities and Exchange Commission.

 

For

 

Against

 

Abstain

 

Broker Non-
Votes

 

51,199,765

 

1,188,299

 

71,606

 

5,201,723

 

 

Additional information about these proposals can be found in the Company’s proxy statement for the Annual Meeting, which was first sent to stockholders and filed with the U.S. Securities and Exchange Commission on April 5, 2012. There were no other proposals voted on at the Annual Meeting.

 

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SIGNATURE

 

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.

 

 

 

CLOUD PEAK ENERGY INC.

 

 

 

Date: May 18, 2012

By:

/s/ Amy J. Stefonick

 

Name:

Amy J. Stefonick

 

Title:

Corporate Secretary

 

 

 

CLOUD PEAK ENERGY RESOURCES LLC

 

 

 

Date: May 18, 2012

By:

/s/ Amy J. Stefonick

 

Name:

Amy J. Stefonick

 

Title:

Corporate Secretary

 

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