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

DAWSON GEOPHYSICAL COMPANY

(Exact name of Registrant as specified in its charter)

TEXAS		001-34404		75-0970548
(State of incorporation or organization)		(Commission file number)		(I.R.S. employer identification number)

508 W. WALL, SUITE 800 MIDLAND, TEXAS		79701
(Address of principal executive offices)		(Zip code)

Registrant’s telephone number, including area code: (432) 684-3000

 
(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):

o     Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o     Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o     Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o     Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

     (e) On January 18, 2011, the Board of Directors (the “Board”) of Dawson Geophysical Company (the “Company”), on the recommendation of the Compenation Committee, approved a salary increase for the following named executive officers, Stephen C. Jumper, C. Ray Tobias, Christina W. Hagan and K. S. Forsdick, as well as certain other officer and employees. The increase for each such named executive officer represents a 10% increase from such officer’s previous salary (as set forth in the Company’s recent proxy statement) and is retroactive to January 1, 2011. Half of the increase in salary will be deferred and payable only in December 2011.

Item 5.07. Submission of Matters to a Vote of Security Holders.

     The Company’s Annual Meeting of Stockholders was held on January 18, 2011.

The following proposals were adopted by the margins indicated:

1. To elect a Board of Directors to hold office until the next annual meeting of shareholders and until their successors are elected and qualified.

		Number of Shares
										Broker
Director Name		For				Withheld				Non-Votes
Paul H. Brown			4,812,700				607,824				1,712,927
Craig W. Cooper			5,228,934				191,590				1,712,927
L. Decker Dawson			4,887,580				532,944				1,712,927
Gary M. Hoover			5,140,968				279,556				1,712,927
Stephen C. Jumper			5,098,354				322,170				1,712,927
Jack D. Ladd			5,229,057				191,467				1,712,927
Ted R. North			5,229,585				190,939				1,712,927
Tim C. Thompson			5,000,867				419,657				1,712,927

2. To ratify the appointment of KPMG LLP as the Company’s independent registered public accounting firm for the fiscal year ending September 30, 2011.

For			6,224,735
Against			234,032
Abstain			638,684

Item 8.01. Other Events.

On January 18, 2011, the Board approved new assignments to the Company’s Audit, Compensation and Nominating Committees which are effective immediately. The newly constituted Committee members are set forth below (the chairman of each Committee is listed first):

Audit Committee		Compensation Committee		Nominating Committee
Ted North		Gary Hoover		Tim Thompson
Gary Hoover		Paul Brown		Paul Brown
Jack Ladd		Craig Cooper		Ted North

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.