AMERICAN NATIONAL INSURANCE COMPANY (NASDAQ:ANAT) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
Item5.02. Departure of Directors or Principal Officers; Election
of Directors; Appointment of Principal Officers; Compensatory
Arrangements of Certain Officers.
Effective April27, 2017, William F. Carlton, Senior Vice
President and Corporate Controller, is no longer with the
Company. Mr.Carltons responsibilities as the Companys principal
accounting officer have been assumed on an interim basis by John
J. Dunn, Jr., Executive Vice President and Chief Financial
Officer.
Item5.03. Amendments to Articles of Incorporation or
Bylaws; Change in Fiscal Year.
On April28, 2017, the Board of Directors of the Company adopted
certain changes to the Companys Amended and Restated Bylaws (as
amended, the Amended and Restated Bylaws), effective as of such
date, to move the description of the duties of the Chairman of
the Board from Article V (Officers) of the Bylaws to Article IV
(Board of Directors). Such changes reflect that the Board no
longer considers the Chairman of the Board position to be an
officer position.In connection with these amendments, the Board
separated the role of the Chairman of the Board from that of the
President and Chief Executive Officer, and the Board elected Ross
R. Moody as its non-executive Chairman of the Board. The
foregoing description of changes to the Bylaws does not purport
to be complete and is qualified in its entirety by reference to
the complete copy of the Amended and Restated Bylaws attached as
Exhibit 3.2 hereto and the copy of the Amended and Restated
Bylaws redlined to show amended text and attached as Exhibit 3.3
hereto, both of which are incorporated herein by reference.
Item5.07. Submission of Matters to a Vote of Security
Holders.
The Company held its Annual Meeting of Stockholders on April28,
2017 (the Annual Meeting). Results of stockholder voting at the
Annual Meeting are set forth below.
Proposal 1. The stockholders elected the individuals
below as Directors of the Company, to serve until the next Annual
Meeting of Stockholders, with the results of the vote as follows:
|
Director Name |
For | Against | Abstain | Broker Non-Votes | ||||||||||||
|
William C. Ansell |
25,381,226 | 102,302 | 1,018 | 13,081 | ||||||||||||
|
Arthur O. Dummer |
25,327,675 | 151,696 | 5,175 | 13,081 | ||||||||||||
|
Frances A. Moody-Dahlberg |
25,253,866 | 218,469 | 12,211 | 13,081 | ||||||||||||
|
Ross R. Moody |
25,255,157 | 215,266 | 14,123 | 13,081 | ||||||||||||
|
James P. Payne |
25,285,876 | 193,894 | 4,776 | 13,081 | ||||||||||||
|
E. J. Jere Pederson |
25,345,622 | 138,148 | 13,081 | |||||||||||||
|
James E. Pozzi |
25,149,050 | 321,099 | 14,397 | 13,081 | ||||||||||||
|
James D. Yarbrough |
25,267,971 | 213,658 | 2,917 | 13,081 |
Proposal 2. The stockholders approved, in a non-binding
advisory vote, the compensation of the named executive officers
disclosed in the Executive Compensation section of the Companys
proxy statement dated April4, 2017 relating to the Annual
Meeting. The results of the vote were as follows:
|
For |
Against | Abstain | BrokerNon-Votes | |||||||||
|
25,407,654 |
58,973 | 17,919 | 13,081 |
Proposal 3. The stockholders ratified the selection of
KPMG LLP as the Companys auditors for 2017. The results of the
vote were as follows:
|
For |
Against | Abstain | BrokerNon-Votes | |||||||||
|
25,402,355 |
76,969 | 18,303 |
Item9.01 Financial Statements and Exhibits.
|
No. |
Exhibit |
|
|
3.2
3.3 |
Amended and Restated Bylaws Redlined Amended and Restated Bylaws |
About AMERICAN NATIONAL INSURANCE COMPANY (NASDAQ:ANAT)
American National Insurance Company is engaged in life insurance, annuities, and property and casualty insurance. The Company also offers limited health insurance. Its family of companies includes six life insurance companies, eight property and casualty insurance companies, and various non-insurance subsidiaries. Its business segments include Life, which offers products, such as Whole Life, Term Life, Universal Life, Variable Universal Life and Credit Life Insurance; Annuity, including products, such as Deferred Annuity, Single Premium Immediate Annuity and Variable Annuity; Health, including, such as Medicare Supplement, Supplemental Insurance, Stop-Loss, Credit Disability and Medical Expense; Property and Casualty, which offers products, such as Personal Lines, Commercial Lines and Credit-Related Property Insurance products, and Corporate and Other, which consists of its invested assets that are not used to support insurance activities, and non-insurance subsidiaries. AMERICAN NATIONAL INSURANCE COMPANY (NASDAQ:ANAT) Recent Trading Information
AMERICAN NATIONAL INSURANCE COMPANY (NASDAQ:ANAT) closed its last trading session down -2.27 at 115.90 with 34,341 shares trading hands.