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):
☐
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
Trading Symbol(s)
Name of each exchange on which registered
Common Stock
CHRD
The Nasdaq Stock Market LLC
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
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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. ☐
Item 5.07 Submission of Matters to a Vote of Security Holders.
The Company held its 2026 Annual Meeting of Shareholders (the “Annual Meeting”) on April 29, 2026. At the Annual Meeting, the Company’s shareholders were requested to: (1) elect eleven directors to serve on the Company’s Board of Directors for a term of office expiring at the Company’s 2027 Annual Meeting of Shareholders; (2) approve, on an advisory basis, the compensation of the Company’s named executive officers as disclosed in the Company’s definitive proxy statement on Schedule 14A filed with the Securities and Exchange Commission on March 19, 2026 (the “Definitive Proxy Statement”); and (3) ratify the selection of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for 2026.
The following are the final voting results on proposals considered and voted upon at the Annual Meeting, each of which is more fully described in the Definitive Proxy Statement:
1.Each of the directors that were up for election was elected for a term of one year. Votes regarding the election of these directors were as follows:
NOMINEE
VOTES FOR
VOTES AGAINST
VOTES ABSTAINED
BROKER NON-VOTES
Douglas Brooks
48,210,389
177,187
96,905
3,272,458
Daniel Brown
48,340,863
48,130
95,488
3,272,458
Susan Cunningham
48,028,863
357,827
97,791
3,272,458
Ian Dundas
48,333,610
52,461
98,410
3,272,458
Hilary Foulkes
48,316,465
70,956
97,060
3,272,458
Kevin McCarthy
48,088,115
298,751
97,615
3,272,458
Samantha McKinney
47,315,063
1,071,511
97,907
3,272,458
Ward Polzin
48,308,523
79,318
96,640
3,272,458
Jeffrey Sheets
48,062,813
323,809
97,859
3,272,458
Anne Taylor
47,938,257
440,633
105,591
3,272,458
Marguerite Woung-Chapman
48,043,205
343,487
97,789
3,272,458
2.The Board proposal seeking approval, on an advisory basis, of the compensation of the Company’s named executive officers was approved. The voting results were as follows:
VOTES FOR
VOTES AGAINST
VOTES ABSTAINED
BROKER NON-VOTES
47,850,401
424,134
209,946
3,272,458
3.PricewaterhouseCoopers LLP was ratified as the Company’s independent registered public accounting firm for 2026. The voting results were as follows:
VOTES FOR
VOTES AGAINST
VOTES ABSTAINED
51,395,462
254,820
106,657
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
Exhibit No.
Description of Exhibit
104
Cover Page Interactive Data File - the cover page interactive data file does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.
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 thereunto duly authorized.
CHORD ENERGY CORPORATION
(Registrant)
Date: May 1, 2026
By:
/s/ Shannon B. Kinney
Shannon B. Kinney
Executive Vice President, Chief Administrative Officer, General Counsel and Corporate Secretary