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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 4, 2017

SOUTHWEST GAS HOLDINGS, INC.

(Exact name of registrant as specified in its charter)

Registrant's telephone number, including area code: (702) 876‑7237

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:

[ ] 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))

 

 

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The Annual Meeting of Shareholders of Southwest Gas Holdings, Inc. (the “Company”) was held on May 4, 2017.  Holders of approximately 44,089,302 shares of common stock were represented in person or by proxy.  The Company’s shareholders (i) elected each of the persons listed below to serve as a director of the Company for a term that will continue until the next annual meeting of shareholders or until his or her successor has been duly elected and qualified or the director’s earlier resignation, death, or removal, (ii) approved the Company’s Omnibus Incentive Plan, (iii) approved the advisory vote on named executive officer compensation, (iv) on an advisory basis, selected the “Annual” option for the frequency of the advisory vote on named executive officer compensation by a plurality of votes cast, and (v) ratified the appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for 2017.  The following tables present the final results of voting on each of the matters submitted to a vote at the Annual Meeting of Shareholders:

Proposal 1.  The election of ten (10) directors.

Proposal 2.  Approval of Omnibus Incentive Plan.

Proposal 3.  Advisory vote to approve the Company’s executive compensation.

 

 

 

Proposal 4. The advisory vote on the frequency of the advisory vote on executive compensation.

Based on its recommendation to shareholders in favor of an annual vote and the vote of approximately 75% of the Company's shares in favor of an annual vote, our board of directors has decided to continue to hold the advisory vote on executive compensation annually.

Proposal 5.  The ratification of the selection of PricewaterhouseCoopers LLP as the independent registered public accounting firm for the Company for fiscal year 2017.

 

 

 

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.