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DEVON ENERGY CORP/DE FILES (8-K) Disclosing Submission of Matters to a Vote of Security Holders

June 5, 2014



Item 5.07 Submission of Matters to a Vote of Security Holders

The Annual Meeting of Stockholders of Devon Energy Corporation ("Devon") was held on Wednesday, June 4, 2014. In connection with the meeting, proxies for the meeting were solicited pursuant to the Securities Exchange Act of 1934, as amended. The following are the voting results for the items of business considered and voted upon at the meeting, all of which were described in Devon's Notice of 2014 Annual Meeting of Stockholders and Proxy Statement (the "2014 Proxy Statement").

1. The stockholders elected each of Devon's ten nominees to serve on Devon's Board of Directors for a one-year term. The vote tabulation with respect to the nominees is as follows: VOTES AUTHORITY BROKER NOMINEE FOR WITHHELD NON-VOTES Barbara M. Baumann 296,464,299 4,696,164 48,118,928 John E. Bethancourt 297,794,844 3,365,619 48,118,928 Robert H. Henry 274,749,895 26,410,568 48,118,928 John A. Hill 296,681,178 4,479,285 48,118,928 Michael M. Kanovsky 294,417,709 6,742,754 48,118,928 Robert A. Mosbacher, Jr. 296,212,134 4,948,329 48,118,928 J. Larry Nichols 296,623,232 4,537,231 48,118,928 Duane C. Radtke 297,905,866 3,254,597 48,118,928 Mary P. Ricciardello 293,082,604 8,077,859 48,118,928 John Richels 289,115,723 12,044,740 48,118,928 2. The Board proposal for an advisory (non-binding) vote on the compensation of our named executive officers was approved. The results of the vote were as follows: VOTES VOTES FOR VOTES AGAINST ABSTAINED BROKER NON-VOTES 272,371,411 26,918,876 1,870,176 48,118,928 3. The appointment of KPMG LLP as Devon's Independent Auditors for 2014 was ratified. The results of the vote were as follows: VOTES VOTES FOR VOTES AGAINST ABSTAINED BROKER NON-VOTES 346,013,410 2,689,297 576,684 0 4. The stockholder proposal for a Report on Plans to Address Climate Change failed. The results of the vote were as follows: VOTES VOTES FOR VOTES AGAINST ABSTAINED BROKER NON-VOTES 60,025,247 232,150,351 8,984,865 48,118,928 5. The stockholder proposal for a Report Disclosing Lobbying Policy and Activity failed. The results of the vote are as follows: VOTES FOR VOTES AGAINST VOTES ABSTAINED BROKER NON-VOTES 80,211,487 213,508,137 7,440,839 48,118,928 Page 2 of 3



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The stockholder proposal for a Report on Lobbying Activities Related to Energy Policy and Climate Change that appeared in the 2014 Proxy Statement was not presented as the proponent withdrew the proposal prior to the meeting. However, if the proposal had been presented, the proposal would have failed due to a lack of stockholder support. Broadridge Financial Solutions, Inc., our Inspector of Elections, has certified to us that the proposal received 46,238,249 votes for, 237,515,267 votes against, 17,406,947 abstentions and 48,118,928 broker non-votes.


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Source: Edgar Glimpses


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