UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 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): June 30, 2016

 

Rowan Companies plc

(Exact name of registrant as specified in its charter)

 

England and Wales

(State or Other Jurisdiction of

Incorporation or Organization)

1-5491

(Commission File Number)

 

98-1023315

(I.R.S. Employer

Identification Number)

     

 Rowan Companies plc

2800 Post Oak Boulevard

Suite 5450

Houston, Texas
(Address of Principal Executive Offices)

  

 77056-6189

(Zip Code)

 

 

Registrant’s telephone number, including area code: (713) 621-7800

 

Not Applicable

(Former name or former address, if changed since last report)

 

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)

 

¨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))

 

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Item 5.07 Submission of Matters to a Vote of Security Holders

 

The final voting results on each of the matters submitted to a vote of shareholders during the General Meeting held on June 30, 2016 (the “Meeting”) are shown below. As of the record date, May 2, 2016, there were 125,466,504 Class A Ordinary Shares (“Shares”) outstanding and entitled to vote at the Meeting. The holders of a total of 109,037,844 Shares (86.90%) were present in person or by proxy at the Meeting, thereby reaching quorum. All of the proposals were approved with the requisite vote.

 

Proposal No. 1 – To re-appoint Deloitte LLP as the Company’s U.K. statutory auditor under the U.K. Companies act (to hold office until the conclusion of the next meeting at which accounts are laid before the Company):

 

Votes For Votes Against Votes Abstaining
     
106,899,626 2,038,452 99,766

 

Proposal No. 2 – To authorize the Audit Committee to determine the U.K. statutory auditors’ remuneration:

 

Votes For Votes Against Votes Abstaining
     
107,625,491 1,337,716 74,637

 

Proposal No. 3 – To approve, as a non-binding advisory vote, the Company’s U.K. statutory Implementation Report for the year ended December 31, 2015 (in accordance with the requirements applicable to U.K. companies):

 

Votes For Votes Against Votes Abstaining Broker Non-Votes
       
96,954,139 4,557,850 64,782 7,461,073

 

 

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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: July 1, 2016

 Rowan Companies plc
   
  By:  /s/ Melanie M. Trent
    Melanie M. Trent
Executive Vice President, General Counsel,
and Chief Administrative Officer

 

 

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