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 3, 2017

 

GENIE ENERGY LTD.

(Exact Name of Registrant as Specified in its Charter)

 

1-35327

(Commission File Number)

 

Delaware   45-2069276

(State or other jurisdiction

of incorporation)

 

(IRS Employer

Identification No.)

 

520 Broad Street

Newark, New Jersey

  07102
(Address of principal executive offices)   (Zip Code)

 

Registrant’s telephone number, including area code: (973) 438-3500

 

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))

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

 

Emerging growth company o

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o

 

 

 

 

 

 

 

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

 

(b) Executive officers of Genie Energy Ltd. (the “Registrant”) are appointed by its Board of Directors at each annual meeting of the Board, to serve until the next annual meeting of the Board (or their earlier resignation or removal). Mr. Ira A. Greenstein, who had served as President of the Registrant, declined to stand for re-election at the Registrant’s annual meeting of the Board held on May 3, 2017.

 

Item 5.07 Submission of Matters to a Vote of Security Holders.

 

(a) The Registrant’s Annual Meeting of Stockholders was held on May 3, 2017 (the “Meeting”). Stockholders voted on the matter set forth below.

 

(b) (1) A majority of the votes present or represented at the Meeting by the holders of shares entitled to vote on the following matter were voted in connection with the election of each of the Board of Directors nominees named in the Proxy Statement of the Registrant.

 

Elect Directors

 

The nominees for election to the Board of Directors were elected, each for a one-year term, based upon the following votes:

 

Nominee  Votes For   Votes Against   Abstentions   % Votes For 
James A. Courter   5,970,116    269,616    427    95.68%
Howard S. Jonas   6,010,703    226,618    2,838    96.37%
W. Wesley Perry   6,215,202    24,509    448    99.61%
Alan B. Rosenthal   6,220,155    19,323    681    99.69%
Allan Sass   6,219,862    19,430    867    99.69%

 

There were no broker held non-voted shares represented at the Meeting with respect to this matter.

 

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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.

 

  GENIE ENERGY LTD.
       
  By: /s/ Howard Jonas
    Name: Howard Jonas
    Title: Chief Executive Officer

 

Dated: May 5, 2017

 

 

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