Edgar Filing: DIAMOND OFFSHORE DRILLING INC

Date: May 18, 2016

DIAMOND OFFSHORE DRILLING, INC.

/s/ DAVID L. ROLAND

David L. Roland

Senior Vice President, General Counsel

and Secretary

8-K

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 17, 2016

Diamond Offshore Drilling, Inc.

(Exact name of registrant as specified in its charter)


Delaware	1-13926	76-0321760
(State or other jurisdiction of incorporation)	(Commission file number)	(I.R.S. Employer Identification No.)

15415 Katy Freeway

Houston, Texas 77094

(Address of principal executive offices, including Zip Code)

(281) 492-5300

(Registrant’s telephone number, including area code)

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))

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

Results of Annual Meeting of Stockholders

On May 17, 2016, Diamond Offshore Drilling, Inc. (the “Company”) held its Annual Meeting of Stockholders (the “Meeting”) in New York, New York. Of the 137,169,663 shares of common stock outstanding and entitled to vote as of the record date, 123,013,127 shares, or approximately 90.0%, were present in person or represented by proxy at the Meeting. At the Meeting, the Company’s stockholders approved all of the nominees and proposals, specifically (1) the election of all of the nominees as directors to hold office until the 2017 Annual Meeting of Stockholders and until their respective successors are elected and qualified or until their earlier resignation or removal, (2) the ratification of the appointment of Deloitte & Touche LLP as the Company’s independent auditors for fiscal year 2016 and (3) executive compensation.

The final results of the voting on the matters submitted to the stockholders were as follows:


	Votes Cast For					Votes Cast Against
	Number		% of Votes Cast			Number		% of Votes Cast			Abstain		Broker Non-Votes
1. Election of Directors until 2017 Annual Meeting
James S. Tisch		88,746,926		79.00	%		23,434,450		20.86	%		152,907		10,678,844
Marc Edwards		94,662,709		84.26	%		17,520,322		15.59	%		151,252		10,678,844
John R. Bolton		111,445,081		99.20	%		734,070		0.65	%		155,132		10,678,844
Charles L. Fabrikant		109,410,573		97.39	%		2,767,573		2.46	%		156,137		10,678,844
Paul G. Gaffney II		111,182,179		98.97	%		995,920		0.88	%		156,184		10,678,844
Edward Grebow		111,327,965		99.10	%		850,636		0.75	%		155,682		10,678,844
Herbert C. Hofmann		93,249,261		83.01	%		18,930,377		16.85	%		154,645		10,678,844
Kenneth I. Siegel		93,187,256		82.95	%		18,989,961		16.90	%		157,066		10,678,844
Clifford M. Sobel		111,470,826		99.23	%		706,401		0.62	%		157,056		10,678,844
Andrew H. Tisch		88,891,249		79.13	%		23,289,758		20.73	%		153,276		10,678,844
Raymond S. Troubh		111,049,175		98.85	%		1,127,446		1.00	%		157,662		10,678,844
2. Ratification of Deloitte & Touche LLP as Independent Auditors for 2016		122,438,153		99.53	%		409,662		0.33	%		165,312		N/A
3. Advisory Approval of Executive Compensation		110,685,659		98.53	%		1,045,955		0.93	%		602,669		10,678,844

SIGNATURES

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.