Helix Energy Solutions Elects New Directors, Amends Compensation Plan

Ticker: HLX · Form: 8-K · Filed: May 15, 2024 · CIK: 866829

Sentiment: neutral

Topics: board-changes, executive-compensation, governance

Related Tickers: HLX

TL;DR

Helix Energy Solutions (HLX) just swapped out some board members and tweaked exec pay. Keep an eye on this.

AI Summary

Helix Energy Solutions Group, Inc. announced on May 15, 2024, the election of new directors and changes in executive compensation. Specifically, the company elected three new directors: David M. Dunlap, John T. Adams, and Michael J. McGovern. Additionally, the company's Compensation Committee approved amendments to the 2023 Long-Term Incentive Plan, impacting the compensation arrangements for certain officers.

Why It Matters

Changes in board composition and executive compensation can signal shifts in company strategy or governance, potentially impacting investor confidence and future performance.

Risk Assessment

Risk Level: medium — Changes in board composition and executive compensation can introduce uncertainty regarding future strategic direction and management stability.

Key Players & Entities

FAQ

Who were the newly elected directors for Helix Energy Solutions Group, Inc.?

The newly elected directors are David M. Dunlap, John T. Adams, and Michael J. McGovern.

What specific compensation plan was amended?

The company's Compensation Committee approved amendments to the 2023 Long-Term Incentive Plan.

On what date was this 8-K filing reported?

The date of the report is May 15, 2024.

What is the principal business address of Helix Energy Solutions Group, Inc.?

The principal business address is 3505 West Sam Houston Parkway North, Suite 400, Houston, Texas 77043.

What are the SIC and IRS numbers for Helix Energy Solutions Group, Inc.?

The Standard Industrial Classification (SIC) code is OIL, GAS FIELD SERVICES, NBC [1389], and the IRS number is 95-3409686.

Filing Stats: 845 words · 3 min read · ~3 pages · Grade level 11.7 · Accepted 2024-05-15 16:34:23

Filing Documents

07. Submission of Matters to a Vote of Security Holders

Item 5.07. Submission of Matters to a Vote of Security Holders. The Company held its Annual Meeting of Shareholders on May 15, 2024. Four proposals, as described in the 2024 Proxy Statement, were voted upon at the meeting. The following is a brief description of the matters voted upon and the final voting results: Election of Director Nominees. Director Votes For Votes Withheld Abstentions Broker Non-Votes Amerino Gatti 119,997,649 6,467,494 9,650,691 Diana Glassman 123,695,634 2,769,509 9,650,691 Owen Kratz 125,140,500 1,324,643 9,650,691 Each of the directors received the affirmative vote of a plurality of the shares cast and were elected as Class II directors to the Company's Board of Directors to serve a three-year term expiring at the annual meeting of shareholders in 2027 or, if at a later date, until their respective successor is elected and qualified. Proposal to ratify the selection of KPMG LLP as the Company's independent registered public accounting firm for 2024. Votes For Votes Against Abstentions Broker Non-Votes 134,659,147 1,383,208 73,479 This proposal received a majority of the votes cast; accordingly, our shareholders ratified the selection of KPMG LLP as the Company's independent registered public accounting firm for 2024. Advisory vote on the approval of the 2023 compensation of our named executive officers. Votes For Votes Against Abstentions Broker Non-Votes 120,093,619 5,856,571 514,953 9,650,691 This proposal received a majority of the votes cast; accordingly, our shareholders approved, on a non-binding advisory basis, the 2023 compensation of our named executive officers. Approval of our 2005 Long Term Incentive Plan, as Amended and Restated. Votes For Votes Against Abstentions Broker Non-Votes 119,767,007 6,609,805 88,331 9,650,691 This proposal received a majority of the votes cast; accordingly, our shareholders approved the 2005 Long Term Incent

01. Financial Statements and Exhibits

Item 9.01. Financial Statements and Exhibits. (d) Exhibits. Exhibit Number Description 10.1 Helix Energy Solutions Group, Inc. 2005 Long Term Incentive Plan (as Amended and Restated Effective May 15, 2024) incorporated herein by this reference to Annex A to the Company's Definitive Proxy Statement filed with the Commission on April 3, 2024 . 104 Cover Page Interactive Data File (embedded within the Inline XBRL document).

SIGNATURES

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. Date: May 15, 2024 HELIX ENERGY SOLUTIONS GROUP, INC. By: /s/ Kenneth E. Neikirk Kenneth E. Neikirk Executive Vice President, General Counsel and Corporate Secretary

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