ITEM 5.07. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

On September 29, 2021, Cimarex Energy Co. ("Cimarex") held a virtual special meeting of stockholders (the "Special Meeting"). At the Special Meeting, Cimarex stockholders voted on (i) a proposal to adopt the Agreement and Plan of Merger, dated as of May 23, 2021, as amended on June 29, 2021 (the "Merger Agreement"), among Cabot Oil & Gas Corporation ("Cabot"), Double C Merger Sub, Inc., and Cimarex (such proposal, the "Merger Proposal"), (ii) a proposal to adopt an amendment to Cimarex's Amended and Restated Certificate of Incorporation relating to Cimarex's 8 1/8% Series A Cumulative Perpetual Convertible Preferred Stock, par value $0.01 per share ("Cimarex Preferred Stock"), that would give the holders of Cimarex Preferred Stock the right to vote with the holders of common stock, par value $0.01 per share, of Cimarex ("Cimarex Common Stock") as a single class on all matters submitted to a vote of such holders of Cimarex Common Stock (the "Charter Amendment Proposal") and (iii) a proposal to approve, by a non-binding advisory vote, certain compensation that may be paid or become payable to Cimarex's named executive officers that is based on or otherwise relates to the merger contemplated by the Merger Agreement (the "Non-Binding Compensation Advisory Proposal" and, together with the Cimarex Merger Proposal and the Cimarex Charter Amendment Proposal, the "Proposals").

The Proposals are described in more detail in Cimarex's and Cabot's joint proxy statement/prospectus, filed with the U.S. Securities and Exchange Commission on June 30, 2021 and declared effective on August 23, 2021. As of August 10, 2021, the record date for the Special Meeting, there were 102,826,233 shares of Cimarex common stock outstanding. At the Special Meeting, 89,418,307 shares of Company common stock were represented virtually or by proxy and, therefore, a quorum was present.

The Merger Proposal was approved by the following vote:





   For      Against  Abstentions Broker Non-Votes
81,025,887 8,367,612   24,808          N/A

The Charter Amendment Proposal was approved by the following vote:





   For      Against  Abstentions Broker Non-Votes
80,895,279 8,413,075   109,951         N/A

The Non-Binding Compensation Advisory Proposal was approved by the following vote:

For Against Abstentions Broker Non-Votes 77,112,147 11,910,664 395,485 N/A

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