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Amplify Energy (NYSE: AMPY) holders back directors, pay and equity plan

Filing Impact
(Moderate)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Amplify Energy Corp. reported the voting results from its 2026 Annual Meeting of Stockholders, which was held virtually. Shareholders elected five directors — Deborah G. Adams, Clint Coghill, Daniel Furbee, Christopher W. Hamm and Todd R. Snyder — to serve until the 2027 annual meeting.

Stockholders also ratified Grant Thornton LLP as independent registered public accounting firm for the fiscal year ending December 31, 2026. In advisory votes, shareholders approved the compensation of named executive officers and approved the 2024 Amended and Restated Equity Incentive Plan.

Investors further supported holding future advisory votes on executive compensation every year rather than every two or three years. The company stated it will conduct say‑on‑pay votes annually until the next stockholder advisory vote on frequency.

Positive

  • None.

Negative

  • None.
Item 5.07 Submission of Matters to a Vote of Security Holders Governance
Results of a shareholder vote on proposals at an annual or special meeting.
Votes for Deborah G. Adams 14,351,732 shares Director election at 2026 Annual Meeting
Votes for Grant Thornton LLP ratification 26,305,705 shares Auditor ratification for fiscal year 2026
Votes for say-on-pay approval 14,823,670 shares Advisory vote on named executive officer compensation
Votes for 2024 Equity Incentive Plan 14,749,115 shares Approval of 2024 Amended and Restated Equity Incentive Plan
Votes for annual say-on-pay frequency 14,350,709 shares Preference for yearly advisory votes on compensation
independent registered public accounting firm financial
"to ratify the appointment of Grant Thornton LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2026"
An independent registered public accounting firm is an outside accounting company officially registered with the government regulator to examine and report on a public company's financial records and controls. Investors treat its reports like an impartial inspector’s certificate — they add credibility to financial statements, help spot errors or misleading claims, and reduce the risk that shareholders are relying on unchecked or biased numbers.
non-binding advisory basis regulatory
"to approve, on a non-binding advisory basis, the compensation of the Company’s named executive officers"
A non-binding advisory basis is guidance or a recommendation offered for informational purposes that does not create legal obligations or guarantees; recipients can accept, modify, or ignore it without contractual consequences. Investors should treat it like a weather forecast for planning—useful for forming expectations and assessing risk, but not a firm promise—so they should verify assumptions, seek confirming information, and avoid relying on it as the sole basis for investment decisions.
Equity Incentive Plan financial
"to approve the Amplify Energy Corp. 2024 Amended and Restated Equity Incentive Plan"
An equity incentive plan is a program that gives employees, executives or directors the right to receive company stock or options to buy stock as part of their pay. Think of it as offering slices of future company profit to motivate people to boost long‑term performance; for investors it matters because it can align employee goals with shareholder value but also increases the number of shares outstanding, which can dilute existing ownership.
broker non-votes regulatory
"Votes regarding the persons elected as directors were as follows ... Broker Non-Votes"
Broker non-votes occur when a brokerage firm is unable to vote on a shareholder’s behalf during a company election or decision because the shareholder has not given specific voting instructions, and the broker is not allowed or chooses not to vote on certain matters. They are important because they can affect the outcome of votes, especially when the results are close, by effectively reducing the total number of votes cast.
emerging growth company regulatory
"Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company"
An emerging growth company is a recently public or smaller public firm that qualifies for temporary, lighter regulatory and disclosure rules to reduce the cost and effort of being public. For investors, it means the company may provide less historical financial detail and face fewer reporting requirements than larger firms, so it can grow more quickly but also carries higher uncertainty—like buying a promising early-stage product with fewer user reviews.
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false 0001533924 0001533924 2026-06-03 2026-06-03 iso4217:USD xbrli:shares iso4217:USD xbrli:shares

 

 

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 3, 2026

 

 

AMPLIFY ENERGY CORP.

(Exact name of Registrant as Specified in its Charter)

 

Delaware 001-35512 82-1326219

(State or other jurisdiction of
Incorporation or Organization)

(Commission File Number)

(I.R.S. Employer
Identification No.)

 

500 Dallas Street, Suite 1700
Houston, Texas
  77002

(Address of Principal Executive Offices, including Zip Code)

 

(832) 219-9001

(Registrant’s telephone number, including area code)

 

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 communication 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))

 

Securities Registered Pursuant to Section 12(b)

 

Title of each class   Trading Symbol(s)   Name of each exchange on which registered
Common Stock   AMPY   New York Stock Exchange

 

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.

 

On June 3, 2026, Amplify Energy Corp. (the “Company”) held its 2026 Annual Meeting of Stockholders (the “Annual Meeting”) virtually for the following purposes: (1) to elect five directors to serve on the Company’s board of directors with a term of office expiring at the 2027 Annual Meeting of Stockholders; (2) to ratify the appointment of Grant Thornton LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2026; (3) to approve, on a non-binding advisory basis, the compensation of the Company’s named executive officers; (4) to approve the Amplify Energy Corp. 2024 Amended and Restated Equity Incentive Plan; and (5) to approve, by a non-binding vote, the frequency of stockholder advisory votes on the compensation of the Company’s named executive officers. The proposals voted upon at the Annual Meeting and the final voting results are indicated below. For additional information on these proposals, please see the Company’s proxy statement on Schedule 14A that was filed with the Securities and Exchange Commission on April 23, 2026.

 

Proposal 1 - Election of Directors

 

Deborah G. Adams, Clint Coghill, Daniel Furbee, Christopher W. Hamm and Todd R. Snyder were elected to continue to serve as the Company’s directors until the 2027 Annual Meeting of Stockholders or until their respective successors are duly elected and qualified. Votes regarding the persons elected as directors were as follows:

 

Nominee   For   Against   Abstain   Broker Non-Votes
Deborah G. Adams   14,351,732   1,241,027   437,392   10,563,307
Clint Coghill   15,454,710   550,284   25,157   10,563,307
Daniel Furbee   15,218,986   590,872   220,293   10,563,307
Christopher W. Hamm   14,876,565   943,904   209,682   10,563,307
Todd R. Snyder   14,928,383   866,077   235,691   10,563,307

 

Proposal 2 - Ratification of the Appointment of Grant Thornton LLP as Independent Registered Public Accounting Firm

 

The appointment of Grant Thornton LLP as the Company’s independent registered public accounting firm for 2026 was ratified. The voting results were as follows:

 

For   Against   Abstain
26,305,705   102,486   185,267

 

Proposal 3 - Approval of the Compensation, on a Non-Binding Advisory Basis, of the Company’s Named Executive Officers

 

The compensation of the Company’s named executive officers was approved, on a non-binding advisory basis, as follows:

 

For   Against   Abstain   Broker-Non-Votes
14,823,670   1,050,237   156,244   10,563,307

 

Proposal 4 - Approval of the Amplify Energy Corp. 2024 Amended and Restated Equity Incentive Plan

 

The Amplify Corp. 2024 Amended and Restated Equity Incentive Plan was approved, as follows:

 

For   Against   Abstain   Broker-Non-Votes
14,749,115   1,094,838   186,198   10,563,307

 

 

 

 

Proposal 5 - Approval, by a Non-Binding Vote, of the Frequency of Future Advisory Votes on Executive Compensation

 

The frequency of advisory votes on compensation of the Company’s named executive officers to occur every year was approved, by a non-binding vote, as follows:

 

Every Year   Every Two Years   Every Three Years   Abstain
14,350,709   27,050   1,607,544   44,848

 

The Company has determined that it will hold an advisory vote on executive compensation every year, until the next stockholder advisory vote on the preferred frequency of advisory votes on executive compensation.

 

 

 

 

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.

 

  AMPLIFY ENERGY CORP.
     
Dated: June 3, 2026    
     
  By: /s/ Daniel Furbee
  Name: Daniel Furbee
  Title: Chief Executive Officer

 

 

FAQ

What did Amplify Energy (AMPY) shareholders vote on at the 2026 annual meeting?

Shareholders voted on electing five directors, ratifying Grant Thornton LLP as auditor, approving executive compensation, approving the 2024 Amended and Restated Equity Incentive Plan, and choosing how often to hold future advisory votes on executive pay, deciding on an annual frequency.

Which directors were elected at Amplify Energy’s 2026 annual meeting?

Deborah G. Adams, Clint Coghill, Daniel Furbee, Christopher W. Hamm and Todd R. Snyder were elected as directors. Each will serve until the 2027 Annual Meeting of Stockholders or until a successor is duly elected and qualified, continuing the existing board composition.

Did Amplify Energy (AMPY) shareholders ratify Grant Thornton as auditor for 2026?

Yes, shareholders ratified Grant Thornton LLP as Amplify Energy’s independent registered public accounting firm for 2026. The vote totaled 26,305,705 shares in favor, 102,486 against and 185,267 abstentions, confirming continued engagement of Grant Thornton for the fiscal year.

How did Amplify Energy shareholders vote on executive compensation in 2026?

Shareholders approved, on a non-binding advisory basis, the compensation of Amplify Energy’s named executive officers. The vote results were 14,823,670 shares for, 1,050,237 against and 156,244 abstentions, with 10,563,307 broker non-votes recorded on the advisory say-on-pay proposal.

Was Amplify Energy’s 2024 Amended and Restated Equity Incentive Plan approved?

Yes, shareholders approved the Amplify Energy Corp. 2024 Amended and Restated Equity Incentive Plan. Voting results were 14,749,115 shares for, 1,094,838 against and 186,198 abstentions, along with 10,563,307 broker non-votes, authorizing continued equity-based compensation programs.

How often will Amplify Energy (AMPY) now hold say-on-pay frequency votes?

Shareholders approved holding advisory votes on executive compensation every year. Vote totals were 14,350,709 for every year, 27,050 for every two years, 1,607,544 for every three years, and 44,848 abstentions. The company plans to hold annual say-on-pay votes until the next frequency vote.

Filing Exhibits & Attachments

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