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): May 12, 2015
    
California Resources Corporation
(Exact Name of Registrant as Specified in Charter)
 
   
 
 
 
 
Delaware
001-36478
46-5670947
(State or Other Jurisdiction of
Incorporation)
(Commission
File Number)
(IRS Employer
Identification No.)
 
 
 
10889 Wilshire Blvd.
Los Angeles, California
90024
(Address of Principal Executive Offices)
(Zip Code)

Registrant’s Telephone Number, Including Area Code: (888) 848-4754
(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:
¨
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))







Section 5 — Corporate Governance and Management
 
Item 5.07.  Submission of Matters to a Vote of Security Holders
 
(a)
California Resources Corporation 2015 Annual Meeting of Stockholders (the “Annual Meeting”) was held on May 7, 2015.
 
 
(b)
The following actions were taken at the Annual Meeting, for which proxies were solicited pursuant to Regulation 14A under the Securities Exchange Act of 1934, as amended, and the final number of votes cast for, against or withheld, abstain and broker non-votes for each matter are set forth below:
 
 

1.
The three nominees to be Class I directors proposed by the Board of Directors were elected by the following votes:
Nominee
For
Withheld
Broker Non-Votes
Justin A. Gannon
288,738,330
2,487,295
48,822,138
Avedick B. Poladian
286,960,834
4,264,791
48,822,138
Timothy J. Sloan
288,361,581
2,864,044
48,822,138
 
 
 
 

2.
The ratification of the selection of KPMG as our independent registered public accounting firm for fiscal 2015 was approved. The proposal received 338,888,846 votes for; 771,520 votes against; and 387,397 abstentions.

3.
The advisory vote to approve named executive officer compensation was approved. The proposal received 286,117,757 votes for; 4,372,213 votes against; 735,655 abstentions and 48,822,138 broker non-votes.

4.
A majority of the votes cast by stockholders voted, on an advisory basis, to hold an advisory vote to approve executive compensation every year. A stockholder advisory vote on executive compensation will be taken annually until another vote on frequency by the stockholders occurs.





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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.
California Resources Corporation



/s/ Roy Pineci    
Name:    Roy Pineci
Title:    Executive Vice President—Finance

DATED: May 12, 2015




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