UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 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 12, 2023

 

Arch Resources, Inc.

(Exact name of registrant as specified in its charter)

 

Delaware		1-13105		43-0921172
(State or other jurisdiction of incorporation)		(Commission File Number)		(I.R.S. Employer Identification No.)

 

CityPlace One

One CityPlace Drive, Suite 300

St. Louis, Missouri 63141

(Address, including zip code, of principal executive offices)

 

Registrant’s telephone number, including area code:  (314) 994-2700

 

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, $.01 par value		ARCH		New York Stock Exchange

 

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))

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (Section 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (Section 240.12b-2 of this chapter).

 

Emerging growth company ¨

 

If an emerging growth company, indicated 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 annual meeting of stockholders of Arch Resources, Inc. (the “Company”) was held on May 12, 2023. The following proposals were submitted by the Board of Directors of the Company to a vote of stockholders, and the final results of the voting on each proposal is noted below. On the record date of March 17, 2023, there were 18,736,173 shares of the Company’s common stock outstanding and entitled to vote.

 

Proposal 1 – Election of Directors

 

The following seven individuals were nominated to serve as directors of the Company. As indicated below, the seven nominees were elected as directors of the Company to serve for a term expiring at the 2024 annual meeting of stockholders, until their respective successors are elected and qualified or until their earlier death, resignation or removal.

 

Nominee		For			Withheld				Broker Non-Votes
James N. Chapman			12,633,586			78,655				1,843,778
John W. Eaves			12,624,706			87,535				1,843,778
Holly Keller Koeppel			11,845,950			866,291				1,843,778
Patrick A. Kriegshauser			12,664,992			47,249				1,843,778
Paul A. Lang			12,675,961			36,280				1,843,778
Richard A. Navarre			12,602,714			109,527				1,843,778
Molly P. Zhang (aka Peifang Zhang)			12,664,766			47,475				1,843,778

 

Proposal 2 – Advisory Vote to Approve Named Executive Officer Compensation

 

The stockholders were asked to approve, on an advisory basis, the compensation of the Company’s named executive officers, as disclosed pursuant to the compensation disclosure rules of the Securities and Exchange Commission. The proposal was approved, on an advisory basis, as indicated below.

 

For				Against				Abstain				Broker Non-Votes
	12,556,654				103,028				52,559				1,843,778

 

Proposal 3 – Advisory Vote on Frequency of Advisory Vote on Executive Compensation

 

The stockholders were asked to approve an advisory vote on frequency of say-on-pay votes and the Company recommended that the stockholder vote for a one-year interval for the advisory vote on executive compensation.  The advisory vote on frequency of say-on-pay votes was approved for one year by the requisite vote of a majority of the shares represented in person or by proxy and entitled to vote, as indicated below.  Based on the recommendation of the Board of Directors with respect to this proposal and these results, the Company has decided to hold an advisory vote on executive compensation annually until the occurrence of the next advisory vote on the frequency of say-on-pay votes.

 

1 Year				2 Years				3 Years				Abstain
	11,631,693				66,703				998,905				14,940

 

Proposal 4 – Ratification of the Appointment of Independent Registered Public Accounting Firm

 

The stockholders were asked to ratify the appointment of Ernst & Young, L.L.P., as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2023. The appointment was ratified, as indicated below.

 

For				Against				Abstain				Broker Non-Votes
	13,669,086				885,145				1,788				-

 

 

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.

 

Dated: May 16, 2023	Arch Resources, Inc.
	By:	/s/ Rosemary L. Klein
		Rosemary L. Klein
		Senior Vice President – Law, General Counsel and Secretary