8-K

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

February 7, 2024

Date of Report (Date of earliest event reported)

ATMOS ENERGY CORPORATION

(Exact Name of Registrant as Specified in its Charter)

Texas AND Virginia

1-10042

75-1743247

(State or Other Jurisdiction

of Incorporation)

(Commission

File Number)

(I.R.S. Employer

Identification No.)

1800 THREE LINCOLN CENTRE,

5430 LBJ FREEWAY, DALLAS, Texas

75240

(Address of Principal Executive Offices)

(Zip Code)

(972) 934-9227

(Registrant’s Telephone Number, Including Area Code)

Not Applicable

(Former Name or Former Address, if Changed Since Last Report)

Title of each class

Trading

Symbol

Name of each exchange

on which registered

Common stock No Par Value

ATO

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 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

Emerging Growth Company ☐

If an emerging growth company, indicate 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.

At the company’s 2024 annual meeting of shareholders on February 7, 2024, of the total shares of common stock outstanding and entitled to vote, a total of 138,094,422 shares were represented, constituting a 91.55% quorum. The final results for each of the matters submitted to a vote of our shareholders at the annual meeting are as follows:

Proposal No. 1: All of the board’s nominees for director were elected by our shareholders to serve until the company’s 2025 annual meeting of shareholders or until their respective successors are elected and qualified, with the vote totals as set forth in the table below:


Nominee	For		Against		Abstain		Broker Non-Votes
J. Kevin Akers		125,348,666		2,808,035		171,664		9,766,057
John C. Ale		125,521,042		2,628,268		179,055		9,766,057
Kim R. Cocklin		121,602,188		6,563,228		162,949		9,766,057
Kelly H. Compton		126,724,365		1,436,998		167,002		9,766,057
Sean Donohue		120,896,766		7,251,400		180,199		9,766,057
Rafael G. Garza		120,875,757		7,277,609		174,999		9,766,057
Richard K. Gordon		108,812,672		19,346,533		169,160		9,766,057
Nancy K. Quinn		118,776,089		9,389,468		162,808		9,766,057
Richard A. Sampson		111,744,590		16,417,563		166,212		9,766,057
Diana J. Walters		126,293,771		1,816,602		217,992		9,766,057
Frank Yoho		114,855,228		13,297,486		175,651		9,766,057

Proposal No. 2: The appointment of Ernst & Young LLP as the company’s independent registered public accounting firm for fiscal 2024 was ratified by our shareholders, with the vote totals as set forth in the table below:


For	Against	Abstain	Broker Non-Votes
130,353,226	7,574,403	166,793	—

Proposal No. 3: Our shareholders approved, on an advisory (non-binding) basis, the compensation of our named executive officers for fiscal 2023, with the vote totals as set forth in the table below:


For	Against	Abstain	Broker Non-Votes
116,651,887	9,543,989	2,132,489	9,766,057

SIGNATURE

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.


	ATMOS ENERGY CORPORATION
	(Registrant)

DATE: February 13, 2024	By:	/s/ Karen E. Hartsfield
		Karen E. Hartsfield
		Senior Vice President, General Counsel and Corporate Secretary

SEC Form 8-K filed by Atmos Energy Corporation