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 7, 2012 (June 6, 2012)
Penn Virginia Resource Partners, L.P.
(Exact Name of Registrant as Specified in Charter)
| Delaware | 1-16735 | 23-3087517 | ||
| (State or Other Jurisdiction of Incorporation) |
(Commission File Number) |
(I.R.S. Employer Identification No.) | ||
| Five Radnor Corporate Center, Suite 500 100 Matsonford Road, Radnor, Pennsylvania |
19087 | |||
| (Address of Principal Executive Offices) | (Zip Code) | |||
Registrant’s telephone number, including area code: (610) 975-8200
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 (see General Instruction A.2. below):
| ¨ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ¨ | 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 Annual Meeting of Limited Partners of Penn Virginia Resource Partners, L.P. (the “Partnership”) was held in Radnor, Pennsylvania on June 6, 2012 at which the following matters were voted upon by the Partnership’s unitholders: (i) the election of three directors to serve on the Partnership’s general partner’s board of directors until the Partnership’s 2015 annual meeting, (ii) an advisory vote to approve executive compensation and (iii) the ratification of the appointment of KPMG LLP as the Partnership’s independent registered accounting firm for the 2012 fiscal year.
| I. | All nominees for directors were elected, with voting detailed as follows: |
NUMBER OF VOTES
| FOR | WITHHELD | |||||||
| Mr. James L. Gardner |
31,479,002 | 401,890 | ||||||
| Mr. Thomas W. Hofmann |
31,501,968 | 378,924 | ||||||
| Mr. William H. Shea, Jr. |
31,301,835 | 579,057 | ||||||
| II. | A majority of unitholders who cast votes at the annual meeting voted in favor of the advisory vote to approve executive compensation as detailed below: |
NUMBER OF VOTES
| FOR |
AGAINST | ABSTAIN | ||||||
| 29,950,001 | 1,356,890 | 574,001 | ||||||
| III. | A majority of unitholders who cast votes at the annual meeting voted in favor of ratification of the appointment of KPMG LLP as the Partnership’s independent registered public accounting firm for the 2012 fiscal year as detailed below: |
NUMBER OF VOTES
| FOR |
AGAINST | ABSTAIN | ||||||
| 69,505,806 | 390,803 | 163,968 | ||||||
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.
| PENN VIRGINIA RESOURCE PARTNERS, L.P. | ||||
| By: | Penn Virginia Resource GP, LLC, its General Partner | |||
| By: | /s/ Bruce D. Davis, Jr. | |||
| BRUCE D. DAVIS, JR. | ||||
| Executive Vice President, General Counsel and Secretary | ||||
Dated: June 7, 2012