dorchester_8ka-051111.htm
 
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549


FORM 8-K/A

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 11, 2011


DORCHESTER MINERALS, L.P.
(Exact name of Registrant as specified in its charter)



Delaware
 
000-50175
 
81-0551518
(State or other jurisdiction of
 
Commission
 
(I.R.S. Employer
incorporation or organization
 
File Number
 
Identification No.)


3838 Oak Lawn, Suite 300, Dallas, Texas  75219
(Address of principal executive offices)   (Zip Code)

Registrant's telephone number, including area code:  (214) 559-0300

N/A
(Former name, former address and former fiscal year, 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 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))

 
 

 

Explanatory Note

Dorchester Minerals, L.P., a Delaware limited partnership (the “Partnership”), is filing this amendment to its Form 8-K filed on May 19, 2011 (the “Report”) to report the decision of the Partnership as to how frequently the Partnership will include a unitholder vote on the compensation of executives in its proxy materials until the next required vote on the frequency of unitholder votes on the compensation of executives.

Item 5.07                 Submission of Matters to a Vote of Security Holders

We held our Annual Meeting of Limited Partners on May 11, 2011.  The matters on which the unitholders voted, in person or by proxy, as fully described in the proxy statement for our Annual Meeting, were:

 
1.
to elect three managers who will serve on the Board of Managers and be appointed to the Advisory Committee until the 2012 Annual Meeting of Limited Partners;
 
 
2.
to approve the appointment of Grant Thornton LLP as our independent registered public accounting firm for the year ending December 31, 2011;
 
 
3.
approval of, by a unitholder non-binding advisory vote, the compensation paid to the Partnership’s named executive officers, as disclosed pursuant to Item 402 of Regulation S-K, commonly referred to as a “Say-on-Pay” proposal; and
 
 
4.
the establishment, by a unitholder non-binding advisory vote, of the frequency of submission to unitholders of advisory “Say-on-Pay” proposals.
 
Buford P. Berry, C.W. Russell and Ronald P. Trout were each elected to our Board of Managers and appointed to the Advisory Committee.
 
The results of the voting were as follows:
 
1.           Election of Managers
 
Manager
 
Votes For
 
Votes Withheld
 
Broker Non-Votes
             
Buford P. Berry
 
13,307,266
 
108,379
 
17,259,786
C.W. Russell
 
13,328,284
 
87,361
 
17,259,786
Ronald P. Trout
 
13,330,005
 
85,640
 
17,259,786
 
2.           Approval of the Appointment of Independent Registered Public Accounting Firm
 
Votes For
 
Votes Against
 
Abstentions
         
25,542,587
 
220,675
 
39,746


3.           Approval of the Compensation Paid The Named Executive Officers
 
Votes For
 
Votes Against
 
Abstentions
         
13,093,011
 
238,114
 
84,520

 
 

 

4.           Establishment of the Frequency of Say On Pay Proposals
 
1 Year
 
2 Years
 
3 Years
 
Abstentions
             
2,009,251
 
281,573
 
10,968,059
 
156,762

Based on the results of the unitholder vote on the establishment of the frequency of Say-on-Pay proposals, and consistent with the Board of Manager’s prior recommendation to the Partnership’s unitholders in connection with such vote, the Partnership has determined that, until the next vote on the frequency of Say-on-Pay proposals, the Partnership will hold an advisory Say-on-Pay vote every three years.

 
 

 

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, thereunto duly authorized.
 
 
 
DORCHESTER MINERALS, L.P.
Registrant
 
by  Dorchester Minerals Management LP
its General Partner,
by  Dorchester Minerals Management GP LLC
its General Partner
 
       
       
       
Date: August 5, 2011
By:
/s/ William Casey McManemin  
   
William Casey McManemin
Chief Executive Officer