8-KShareholder Matters

KINDER MORGAN, INC. 8-K Report, Shareholder Vote Results (May 14, 2018)

Filed May 14, 2018For Securities:KMIEP-PC

Summary

This 8-K filing from Kinder Morgan, Inc. (KMI) details the results of its 2018 Annual Meeting of Stockholders held on May 9, 2018. The meeting was well-attended, with a significant portion of KMI’s common stock present in person or by proxy, establishing a quorum. The primary outcomes of the meeting included the re-election of all sixteen director nominees, a strong ratification of PricewaterhouseCoopers LLP as the independent auditor for 2018, and an advisory vote approving the compensation of named executive officers. Notably, stockholders also voted in favor of holding future advisory votes on executive compensation on an annual basis. In addition, two significant stockholder proposals were approved: one requesting an annual sustainability report, and another seeking an assessment of the long-term portfolio impacts of scenarios consistent with global climate change policies. Conversely, a proposal seeking a report on methane emissions did not receive stockholder approval. These voting outcomes reflect shareholder sentiment on corporate governance, executive pay, and the company's approach to environmental and climate-related matters.

Key Highlights

  • 1All sixteen nominated directors were elected by KMI stockholders to serve until the 2019 annual meeting.
  • 2PricewaterhouseCoopers LLP was overwhelmingly ratified as KMI's independent registered public accounting firm for 2018.
  • 3Stockholders approved, on an advisory basis, the compensation of KMI's named executive officers.
  • 4KMI stockholders voted to hold an advisory vote on executive compensation every one year.
  • 5A stockholder proposal for an annual sustainability report was approved.
  • 6A stockholder proposal for an assessment of the long-term portfolio impacts of climate change scenarios was approved.
  • 7A stockholder proposal requesting a report on methane emissions was not approved.

Frequently Asked Questions

The key outcomes were the re-election of all directors, ratification of the independent auditor, advisory approval of executive compensation, and the decision to hold advisory votes on executive compensation annually. Additionally, stockholders approved proposals for an annual sustainability report and an assessment of climate change scenario impacts on the company's portfolio, while rejecting a proposal for a methane emissions report.

Yes, on an advisory basis, KMI stockholders approved the compensation of the named executive officers. This vote is non-binding but provides shareholders' sentiment to the Board of Directors.

KMI's Board of Directors will consider the outcomes of the votes on the annual sustainability report and the climate change scenario assessment proposals when determining any future actions related to these matters.

Stockholders voted, on an advisory basis, to hold an advisory vote on executive compensation every one year. The KMI Board of Directors will make a final decision on this frequency and will file an amendment to this report to disclose that decision.