8-KShareholder MattersRegulation FDExhibits & Filings

DEVON ENERGY CORP/DE 8-K Report, Shareholder Vote Results (Dec 31, 2020)

Filed December 31, 2020For Securities:DVN

Summary

Devon Energy Corporation (DVN) held a special meeting of stockholders on December 30, 2020, where both key proposals related to the acquisition of WPX Energy, Inc. were overwhelmingly approved. The "Stock Issuance Proposal," which allows for the issuance of DVN shares to WPX stockholders as part of the merger, received substantial support, indicating strong shareholder endorsement for the strategic combination. Similarly, the "Adjournment Proposal" also passed, providing flexibility for the company to complete the transaction if needed. The voting results suggest a high degree of confidence from DVN shareholders in the management's decision to pursue the merger with WPX Energy. The company anticipates the closing of this transaction to occur around January 7, 2021, subject to the satisfaction of customary closing conditions outlined in the merger agreement. Investors should monitor the official closing announcement for further confirmation.

Key Highlights

  • 1Devon Energy stockholders overwhelmingly approved the issuance of DVN common stock for the acquisition of WPX Energy, Inc. at a special meeting on December 30, 2020.
  • 2The "Stock Issuance Proposal" passed with approximately 99.8% of the votes cast in favor, demonstrating strong shareholder support for the merger.
  • 3The "Adjournment Proposal" was also approved, granting management the ability to postpone the meeting if necessary to secure sufficient votes for the merger.
  • 4The company expects the merger with WPX Energy to close on or about January 7, 2021, provided all closing conditions are met.
  • 5This filing confirms the successful shareholder vote, a critical step towards the completion of the DVN-WPX merger.
  • 6Devon Energy issued a press release on December 30, 2020, announcing these positive voting results.

Frequently Asked Questions

The main purpose of the special meeting was for Devon Energy stockholders to vote on two key proposals: (i) approving the issuance of Devon Energy's common stock to WPX Energy stockholders as part of the merger agreement, and (ii) approving an adjournment of the meeting if necessary to solicit additional votes for the stock issuance proposal.

Yes, the "Stock Issuance Proposal" required to complete the merger with WPX Energy was overwhelmingly approved by Devon Energy's stockholders.

Devon Energy expects the closing of the merger with WPX Energy to occur on or about January 7, 2021, subject to the satisfaction of customary closing conditions.

Following the shareholder approval, the next step is for both companies to satisfy the remaining customary closing conditions as outlined in the merger agreement. Once these conditions are met, the transaction is expected to close around January 7, 2021.