RLI Corp. (NYSE:RLI) Files An 8-K Submission of Matters to a Vote of Security HoldersItem 5.07 Submission of Matters to a Vote of Security Holders.
(a) |
On May 3, 2018, RLI Corp. (the “Company”) held its annual meeting of shareholders (“Annual Meeting”). |
(b) |
At the Annual Meeting, the Company’s shareholders voted on the following four proposals and cast their votes as described below. |
1. The nominees for election to the Board of Directors were elected at the Annual Meeting, each to hold office for a one-year term expiring at the next annual meeting, based upon the following votes:
For |
Withheld |
Broker Non-Votes |
|
Election of Directors: |
— |
— |
|
Kaj Ahlmann |
37,393,842 |
219,010 |
3,871,783 |
Michael E. Angelina |
37,400,637 |
212,215 |
3,871,783 |
John T. Baily |
34,345,868 |
3,266,984 |
3,871,783 |
Calvin G. Butler, Jr. |
36,774,173 |
838,679 |
3,871,783 |
David B. Duclos |
37,355,750 |
257,102 |
3,871,783 |
Jordan W. Graham |
37,099,742 |
513,110 |
3,871,783 |
Jonathan E. Michael |
37,156,634 |
456,218 |
3,871,783 |
Robert P. Restrepo, Jr. |
37,232,634 |
380,218 |
3,871,783 |
James J. Scanlan |
37,404,073 |
208,779 |
3,871,783 |
Michael J. Stone |
37,144,111 |
468,741 |
3,871,783 |
2. The proposal to approve the reincorporation of the Company from the State of Illinois to the State of Delaware, was approved based upon the following votes:
Broker |
|||
For |
Against |
Abstentions |
Non-Votes |
36,178,056 |
1,382,113 |
52,683 |
3,871,783 |
3. The proposal to approve, on a non-binding, advisory basis, the compensation of the Company’s named executive officers, as described in the proxy materials, was approved based upon the following votes:
Broker |
|||
For |
Against |
Abstentions |
Non-Votes |
36,878,226 |
588,475 |
146,151 |
3,871,783 |
4. The proposal to ratify the selection of KPMG LLP as the Company’s independent registered public accounting firm for 2018 was approved based upon the following votes:
Broker |
|||
For |
Against |
Abstentions |
Non-Votes |
40,847,899 |
562,114 |
74,622 |
— |
Item 8.01 Other Events.
On May3, 2018, the Company announced that the Board approved a quarterly dividend on its common stock of $0.22 per share. The dividend is payable on June20, 2018, to shareholders of record as of May31, 2018. Furnished as Exhibit99.1 and incorporated herein by reference is the press release issued by the Company.
Item 9.01 Financial Statements and Exhibits.
(d)Exhibits