PENN VIRGINIA CORPORATION
Annual Meeting of Shareholders
To Be Held on May 4, 2020
This Proxy Statement and the accompanying proxy card are being furnished to shareholders of Penn Virginia Corporation, which is referred to in this Proxy Statement as the “Company,” “we,” “us” or “our,” in connection with the solicitation by or on behalf of the Board of Directors of the Company, or the “Board,” of proxies to be voted at the 2020 Annual Meeting of Shareholders, or the “Annual Meeting,” to be held at 11:00 a.m., Central time, on Monday, May 4, 2020 and at any adjournment, postponement or continuation thereof. This year’s Annual Meeting will be a virtual meeting of shareholders, conducted via live audio webcast. You will be able to attend the Annual Meeting online and submit questions during the meeting by visiting www.virtualshareholdermeeting.com/PVAC2020. You will also be able to vote your shares electronically at the Annual Meeting. This Proxy Statement and the accompanying proxy card are first being mailed on or about April 7, 2020. Our principal executive offices are located at 16285 Park Ten Place, Suite 500, Houston, Texas 77084.
Attending the Annual Meeting
To attend, participate in, and vote at the Annual Meeting, you will need the control number included on your proxy card, or voting instruction card (if your shares are held through a stockbroker or another nominee). Online access to the audio webcast will open 15 minutes prior to the start of the Annual Meeting to allow time for you to log-in and test your device’s audio system. We encourage you to access the Annual Meeting prior to the start time and allow ample time to log in to the meeting webcast and test your computer audio system.
Shareholders who wish to submit a question in advance may do so at www.virtualshareholdermeeting.com/PVAC2020. Shareholders also may submit questions live during the Annual Meeting. The Company is committed to transparency. All questions received before or during the Annual Meeting, and the Company’s responses, will be posted to our Investor Relations website at https://ir.pennvirginia.com/annual-meeting-qa promptly after the Annual Meeting. Personal details may be omitted for data protection purposes. If we receive substantially similar questions, we may group these questions together and provide a single response to avoid repetition.
In addition, if you experience any technical difficulties during the check-in time or during the Annual Meeting or trouble accessing the Annual Meeting’s website, please call (US) 800-586-1548 or (international) 303-562-9288.
Record Date and Voting Rights
Only holders of record of shares of our common stock, par value $0.01 per share (“Common Stock”) at the close of business on March 17, 2020 will be entitled to vote at the Annual Meeting. On that date, there were outstanding 15,157,919 shares of our Common Stock.
Holders of our Common Stock will vote as a single class at the Annual Meeting. Each outstanding share will entitle the holder to one vote. All shares represented by properly executed and delivered proxies will be voted at the Annual Meeting.
The presence, in person or by proxy, of shareholders holding a majority in voting power of the outstanding shares of Common Stock entitled to vote at the Annual Meeting constitutes a quorum. If a share is represented for any purpose at the Annual Meeting, it is deemed to be present for quorum purposes for all matters considered at the Annual Meeting. If a quorum is not present at the Annual Meeting, the holders of a majority of the shares of our Common Stock entitled to vote who are present or represented by proxy have the power to adjourn the Annual Meeting from time to time without notice, other than an announcement at the Annual Meeting of the time and place of the adjourned meeting, until a quorum is present. In addition, under our Bylaws, our Chairman has the power to