UNITED
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SECURITIES AND EXCHANGE COMMISSION
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FORM
CURRENT REPORT
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Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
As described below under Item 5.07 of this Current Report on Form 8-K, on September 8, 2026, at the Annual Meeting of Stockholders of Mexco Energy Corporation (the “Company”), the Company’s stockholders approved the Mexco Energy Corporation Amended and Restated 2019 Employee Incentive Stock Plan (the “Plan”), which had previously been approved by the Company’s Board of Directors, subject to stockholder approval.
A description of the material terms of the Plan is set forth under the heading “Proposal 3 – Approval of the Amended and Restated 2019 Employee Incentive Stock Plan” in the Company’s Definitive Proxy Statement on Schedule 14A filed with the Securities and Exchange Commission on July 30, 2026 (the “Proxy Statement”), which description is incorporated herein by reference. The foregoing description is qualified in its entirety by reference to the full text of the Plan, which was filed as Exhibit A to the Proxy Statement and is incorporated herein by reference.
In connection with the Plan, the Compensation Committee of the Board of Directors approved two forms of Mexco Energy Corporation Amended and Restated 2019 Employee Incentive Stock Plan Award Agreement (“Award Agreements”) to be used for stock option awards granted under the Plan. The forms of Award Agreements are filed as Exhibits 10.1 and 10.2 to this Current Report on Form 8-K and are incorporated herein by reference.
Item 5.07 Submission of Matters to a Vote of Security Holders
The Company held its 2026 Annual Meeting of Stockholders (the “Annual Meeting”) on September 8, 2026. As of the record date of July 20, 2026, the Company had 2,046,000 shares of common stock, par value $0.50 per share (the “Common Stock”), outstanding and entitled to vote at the Annual Meeting. The holders of 1,649,149 shares of Common Stock were represented in person or by proxy at the Annual Meeting, constituting a quorum. At the Annual Meeting, the Company’s stockholders were requested to (i) elect five directors to serve on the Company’s Board of Directors for a term of office expiring at the Company’s 2027 Annual Meeting of Stockholders; (ii) ratify the Audit Committee of the Board of Directors’ selection of Weaver and Tidwell, L.L.P. as the Company’s independent registered public accounting firm for the fiscal year ending March 31, 2027; (iii) approve the Mexco Energy Corporation Amended and Restated 2019 Employee Incentive Stock Plan; and (iv) approve a non-binding advisory resolution regarding the compensation of the Company’s named executive officers as disclosed in the Proxy Statement. Each of these items is more fully described in the Company’s Proxy Statement.
The final results of the matters voted upon at the Annual Meeting are as follows:
Proposal 1: Election of Directors
| Nominee | Votes For | Votes Withheld | Broker Non-Votes | |||
| Kenneth L. Clayton | 1,600,857 | 15,351 | 32,941 | |||
| Thomas R. Craddick | 1,601,360 | 14,848 | 32,941 | |||
| Thomas H. Decker | 1,601,054 | 15,154 | 32,941 | |||
| Christopher M. Schroeder | 1,601,047 | 15,161 | 32,941 | |||
| Nicholas C. Taylor | 1,601,523 | 14,685 | 32,941 |
Proposal 2: Ratification of the Selection of Independent Registered Public Accounting Firm
| Votes For | Votes Against | Votes Abstained | ||||
| Weaver and Tidwell, L.L.P. | 1,634,808 | 14,334 | 7 |
Proposal 3: Approval of the Amended and Restated 2019 Employee Incentive Stock Plan
| Votes For | Votes Against | Votes Abstained | Broker Non-Votes | |||
| 1,538,624 | 67,868 | 9,716 | 32,941 |
Proposal 4: Advisory Vote on Executive Compensation
| Votes For | Votes Against | Votes Abstained | Broker Non-Votes | |||
| 1,593,300 | 6,173 | 16,735 | 32,941 |
Item 9.01. Financial Statements and Exhibits.
| (d) | Exhibits |
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.
| MEXCO ENERGY CORPORATION | ||
| Date: September 10, 2026 | By: | /s/ Tammy McComic |
| Tammy McComic | ||
| President and Chief Financial Officer | ||