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Form 8-K BUCKEYE PARTNERS, L.P. For: Jun 05

June 7, 2018 8:48 AM

 

 

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):   June 5, 2018

 

Buckeye Partners, L.P.

(Exact name of registrant as specified in its charter)

 

Delaware

 

1-9356

 

23-2432497

(State or Other
Jurisdiction of
Incorporation)

 

(Commission File
Number)

 

(I.R.S. Employer
Identification No.)

 

One Greenway Plaza
Suite 600

 

 

Houston, Texas

 

77046

(Address of Principal Executive Offices)

 

(Zip Code)

 

Registrant’s telephone number, including area code: (832) 615-8600

 

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):

 

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)

 

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 5.07                                           Submission of Matters to a Vote of Security Holders.

 

The annual meeting of the unitholders of Buckeye Partners, L.P. (the “Partnership”) was held on June 5, 2018, at which the following matters were voted upon by the Partnership’s unitholders: (i) the election of three Class II directors to serve on the board of directors of Buckeye GP LLC, the General Partner of the Partnership, until the Partnership’s 2021 annual meeting of unitholders, (ii) the approval of an amendment of Buckeye Partners, L.P.’s partnership agreement, as described in the Partnership’s definitive proxy statement, (iii) the ratification of the selection of Deloitte & Touche LLP as the Partnership’s independent registered public accounting firm for the year 2018, and (iv) the approval, in an advisory vote, of the compensation of the Partnership’s named executive officers, as described in the Partnership’s definitive proxy statement. As of the record date for the annual meeting, there were 146,931,940 outstanding LP Units and 6,220,658 Class C Units that were entitled to vote at the annual meeting.

 

All nominees for director were elected, with voting as detailed below:

 

 

 

For

 

Withheld

 

Broker Non-Votes

1. Pieter Bakker

 

98,202,218

 

1,724,052

 

42,093,185

2. Barbara M. Baumann

 

98,282,858

 

1,643,413

 

42,093,185

3. Mark C. McKinley

 

98,230,304

 

1,695,967

 

42,093,185

 

The amendment of Buckeye Partners, L.P.’s partnership agreement was not approved because the amendment did not receive the affirmative vote of the holders of two-thirds of the Partnership’s outstanding limited partnership units as of the record date, with voting as detailed below:

 

For

 

Against

 

Abstain

 

Broker Non-Votes

63,389,653

 

36,169,950

 

366,667

 

42,093,185

 

The selection of Deloitte & Touche LLP as the Partnership’s independent registered public accounting firm for the year 2018 was ratified, with voting as detailed below:

 

For

 

Against

 

Abstain

 

Broker Non-Votes

138,689,451

 

2,795,696

 

534,308

 

0

 

The advisory vote on the compensation of the Partnership’s named executive officers resulted in an approval of executive compensation, with voting as detailed below:

 

2



 

For

 

Against

 

Abstain

 

Broker Non-Votes

77,806,794

 

21,121,664

 

997,813

 

42,093,185

 

3



 

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.

 

 

BUCKEYE PARTNERS, L.P.

 

 

 

 

By:

Buckeye GP LLC,

 

 

its General Partner

 

 

 

 

By:

TODD J. RUSSO

 

 

Todd J. Russo

 

 

Senior Vice President, General Counsel and Secretary

 

Dated: June 7, 2018

 

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