Antero Midstream Corp

8-K · tm2616932d1_8k.htm iXBRL

0001623925

 2026-06-03
 2026-06-03

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 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

  

  

  

 ANTERO
MIDSTREAM CORPORATION

 (Exact name of registrant as specified in its
charter)

  

  

  

 Delaware
  
 001-38075
  
 61-1748605

 (State
 or Other Jurisdiction

of Incorporation)
  
 (Commission
File Number)
  
 (I.R.S.
 Employer
 Identification Number)

  

 1615
Wynkoop Street

 Denver ,
 Colorado 80202

 (Address of Principal Executive Offices) (Zip
Code)

  

 Registrant’s Telephone Number, Including
Area Code ( 303 ) 357-7310

  

  

  

 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))

  

 Securities registered pursuant to section 12(b) of
the Act:

  

 Title of each class
  
 Trading
 symbol(s)
  
 Name
 of each exchange on which registered

 Common
 Stock, par value $0.01 Per Share
  
 AM
  
 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, at the annual
meeting of stockholders (the “Annual Meeting”) of Antero Midstream Corporation (the “Company”), the Company’s
stockholders were requested to (i) elect three Class I members of the Board to serve until the Company’s 2029 annual meeting of
stockholders; (ii) ratify the appointment of KPMG LLP as the Company’s independent registered public accounting firm for the year
ending December 31, 2026; (iii) approve, on an advisory basis, the compensation of the Company’s named executive officers; and (iv)
approve, on an advisory basis, the frequency of future advisory votes on the compensation of the Company’s named executive officers.
Each of these items is more fully described in the Company’s definitive proxy statement, which was filed with the Securities and
Exchange Commission on April 23, 2026.

  

 The results of the matters voted upon at the Annual
Meeting are as follows:

  

 Proposal No. 1 – Election of Class I
Directors : Votes regarding the persons elected as Class III directors were as follows:

  

 Nominee  
 For  
 Withheld  
 Broker Non-Votes

 Peter A. Dea  
 384,780,244  
 10,902,668  
 40,840,729

 W. Howard Keenan, Jr.  
 325,136,897  
 70,546,015  
 40,840,729

 Janine J. McArdle  
 383,264,690  
 12,418,222  
 40,840,729

  

 Proposal No. 2 — Ratification of the
Appointment of KPMG LLP : The voting results were as follows:

  

 For  
 Against  
 Abstain  
 Broker Non-Votes

 435,213,596  
 913,746  
 396,299  
 0

  

 Proposal No. 3 — Approval, on an Advisory
Basis, of the Compensation of the Company’s Named Executive Officers : The voting results were as follows:

  

 For  
 Against  
 Abstain  
 Broker Non-Votes

 380,665,343  
 14,131,349  
 886,220  
 40,840,729

  

 Proposal No. 4 — Approval, on an Advisory
Basis, of the Frequency of Future Advisory Votes on the Compensation of the Company’s Named Executive Officers : The voting results
were as follows:

  

 1 Year  
 2 Years  
 3 Years  
 Abstain  
 Broker Non-Votes

 380,325,942  
 1,797,979  
 13,018,278  
 540,713  
 40,840,729

  

 The Company has determined
that it will hold an advisory vote on executive compensation on an annual basis until the next stockholder advisory vote on this matter.

  

 Item 9.01 Financial Statements and Exhibits.

  

 (d) Exhibits

  

 Exhibit

No.
  
 Description

 104
  
 Cover Page Interactive Data File (embedded within the Inline XBRL document).

  

 2

  

  

 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.

  

  
 ANTERO
 MIDSTREAM CORPORATION

  
  

  
  

  
 By:
 /s/
 Justin J. Agnew 

  
  
 Justin
 J. Agnew 

  
  
 Chief
 Financial Officer, Vice President – Finance

  
  

 Dated: June 4, 2026