Kosmos Energy Limited Result of AGM (7181Q)

TIDMKOS

RNS Number : 7181Q

Kosmos Energy Limited

08 June 2018

8 June 2018

Kosmos Energy Ltd.

Results of Annual General Meeting

The 2018 Annual General Meeting of Shareholders of Kosmos Energy Ltd. (the "Company") was held on June 5, 2018. There were 396,097,166 common shares entitled to vote at the meeting and a total of 372,016,742 (approximately 93.92%) were represented at the meeting.

The proposals voted upon at the 2018 Annual General Meeting of Shareholders and the final results of the vote on each proposal were as follows:

Proposal 1 - The election of two Class II Directors to hold office until the 2021 Annual General Meeting of Shareholders or until their respective successors are duly elected.

Each nominee for director was elected by a vote of the shareholders as follows:

 
                                                 Not Voted (Broker 
Nominees             Votes For   Votes Withheld      Non-Votes) 
------------------  -----------  --------------  ----------------- 
Adebayo O. 
 Ogunlesi           350,153,237     855,871         21,007,634 
Deanna L. Goodwin   350,356,234     652,874         21,007,634 
 

Proposal 2 - The appointment of Ernst & Young LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2018 and the authorization of the Company's Audit Committee of the Board of Directors to determine their remuneration.

The proposal was approved by a vote of the shareholders as follows:

 
   Votes 
    For      Votes Against  Abstain 
-----------  -------------  ------- 
370,486,210    1,242,497    288,035 
 

Proposal 3 - Non-binding, advisory vote to approve the compensation of the Company's named executive officers as disclosed in its proxy statement.

The compensation of the Company's named executive officers was approved by a non-binding, advisory vote of the shareholders as follows:

 
                                     Not Voted (Broker 
 Votes For   Votes Against  Abstain      Non-Votes) 
-----------  -------------  -------  ----------------- 
348,973,895    1,944,369    90,844      21,007,634 
 

Proposal 4 - Non-binding advisory vote to approve the frequency of holding non-binding, advisory votes to approve the Company's named executive officer compensation ("Say-on-Pay Vote").

The results of the non-binding, advisory vote of the shareholders on the frequency of named executive compensation non-binding, advisory votes were as follows:

 
                          Three 
 One Year    Two Years    Years    Abstain 
-----------  ---------  ---------  ------- 
346,740,678   93,526    3,608,688  566,216 
 

Based on the voting results of Proposal 4, the Board determined on June 5, 2018 that the Company will continue to hold future Say-on-Pay Votes every year until the occurrence of the next advisory vote on the frequency of Say-on-Pay Votes at the company's annual general meeting of shareholders in 2024.

Proposal 5 - Vote to approve an amendment and restatement of the Kosmos Energy Ltd. Long Term Incentive Plan (including an increase in the aggregate number of common shares authorized for issuance thereunder by 11,000,000 common shares).

The proposal was approved by a vote of the shareholders as follows:

 
                                     Not Voted (Broker 
 Votes For   Votes Against  Abstain      Non-Votes) 
-----------  -------------  -------  ----------------- 
341,605,162    9,370,797    33,149      21,007,634 
 

Richard Stephens

Assistant Secretary

CONTACT:

Investor Relations

Jamie Buckland

[phone]

[e-mail]

Rhys Williams

[phone]

[e-mail]

Media Relations

Thomas Golembeski

[phone]

[e-mail]

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June 08, 2018 02:00 ET (06:00 GMT)