GREENLIGHT CAPITAL RE, LTD. (NASDAQ:GLRE) Files An 8-K Results of Operations and Financial Condition
Item 2.02 Results of Operations and Financial Condition

On April30, 2018, Greenlight Capital Re, Ltd. (the "Registrant") issued a press release announcing its financial results for the first quarter March 31, 2018. A copy of the press release is attached hereto as Exhibit 99.1 to this Form 8-K and incorporated herein by reference.

In accordance with general instruction B.2 to Form 8-K, the information set forth in this Item 2.02 (including Exhibit 99.1) shall be deemed “furnished” and not “filed” with the Securities and Exchange Commission for the purpose of Section 18 of the Securities Exchange Act of 1934, as amended, (the "Exchange Act"), or otherwise subject to the liabilities of that section, and shall not be incorporated by reference into any registration statement or other document filed under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

Item 5.07 Submission of Matters to a Vote of Security Holders

The Registrant held its 2018 Annual General Meeting of Shareholders on April 25, 2018. to the Registrant’s Third Amended and Restated Articles of Association (the "Articles of Association"), each Class A ordinary share is entitled to one vote per share and each Class B ordinary share is entitled to ten votes per share; provided, however, that the total voting power of the issued and outstanding Class B ordinary shares shall not exceed 9.5% of the total voting power of all issued and outstanding ordinary shares. Since, on the record date of the 2018 Annual Meeting of Shareholders, the total voting power of the issued and outstanding Class B ordinary shares exceeded 9.5% of the total voting power, the voting power of the Class B ordinary shares was reduced with the excess being allocated to the Class A ordinary shares in accordance with Article 53 of the Articles of Association. In addition, the Articles of Association provide that no holder of Class A ordinary shares shall be permitted to acquire an amount of shares which would cause any person to own 9.9% or more of the total voting power of the issued and outstanding ordinary shares. Therefore, the excess voting power from the Class B ordinary shares allocated to the Class A ordinary shares and the Class A ordinary shares allocated to other Class A ordinary shares were restricted to 9.9% for each holder of Class A ordinary shares with the excess, if any, being allocated to the other holders of Class A ordinary shares in accordance with Article 54 of the Articles of Association.

The following tables summarize the final voting results after adjustment of the voting power. For more information on the following proposals, see the Registrant's Proxy Statement dated March 8, 2018.

(1) The following nine persons were elected Directors of the Registrant by shareholders to serve for the term expiring at the Annual General Meeting of Shareholders in 2019.

(2) The following nine persons were elected Directors of Greenlight Reinsurance, Ltd. by shareholders to serve for the term expiring at the Annual General Meeting of Shareholders in 2019.

(3) The following five persons were elected Directors of Greenlight Reinsurance Ireland, Designated Activity Company by shareholders to serve for the term expiring at the Annual General Meeting of Shareholders in 2019.

(4) The shareholders ratified the appointment of BDO USA, LLP to serve as the independent auditors of the Registrant for the fiscal year ending December 31, 2018.

(5) The shareholders ratified the appointment of BDO Cayman Ltd. to serve as the independent auditors of Greenlight Reinsurance, Ltd. for the fiscal year ending December 31, 2018.

(6) The shareholders ratified the appointment of BDO, Registered Auditors in Ireland, to serve as the independent auditors of Greenlight Reinsurance Ireland, Designated Activity Company for the fiscal year ending December 31, 2018.

(7) The shareholders approved the compensation of the Registrant's executive officers to the compensation disclosure rules of the Securities and Exchange Commission, or "say-on-pay" votes.

Item 9.01 Financial Statements and Exhibits

(d) Exhibits

GREENLIGHT CAPITAL RE, LTD. Exhibit
EX-99.1 2 pressreleasequarterly2018q1.htm EARNINGS PRESS RELEASE Exhibit GREENLIGHT RE ANNOUNCES FIRST QUARTER 2018 FINANCIAL RESULTS Company to Hold Conference Call at 9:00 a.m. ET on Tuesday,…
To view the full exhibit click here

About GREENLIGHT CAPITAL RE, LTD. (NASDAQ:GLRE)

Greenlight Capital Re, Ltd. is a property and casualty reinsurance holding company. The Company operates through property and casualty reinsurance segment. Its underwriting operations are classified into two categories: frequency business, which is characterized as contracts containing a number of small losses emanating from multiple events, and severity business, which is characterized as contracts with the potential for losses emanating from one event or multiple events. The Company’s property line of insurance provides protection for aviation, commercial, energy, motor physical damage and personal. It offers casualty insurance products for general, marine, motor and professional liabilities. The Company’s specialty insurance products are offered for financial, health and worker’s compensation. Its subsidiaries include Greenlight Reinsurance, Ltd, (Greenlight Re), Greenlight Reinsurance Ireland, Ltd. (GRIL) and Verdant Holding Company, Ltd. (Verdant).