The Travelers Companies,Inc. (BMV:TRV) 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 Certain Officers;
Election of Directors; Appointment of Certain Officers;
Compensatory Arrangements of Certain Officers.
(e) On May18, 2017, the shareholders of The Travelers
Companies,Inc. (the Company) approved an amendment to The
Travelers Companies,Inc. Amended and Restated 2014 Stock
Incentive Plan (the 2014 Stock Incentive Plan) at the Companys
annual meeting of shareholders. The amendment increases the
number of shares authorized for issuance under the 2014 Stock
Incentive Plan by 2,500,000. The material terms of the 2014 Stock
Incentive Plan, as amended, are described in the Companys
definitive proxy statement, dated March31, 2017, under the
heading Item 5 Amendment to The Travelers Companies,Inc. Amended
and Restated 2014 Stock Incentive Plan, which is incorporated
herein by reference.
The 2014 Stock Incentive Plan, as amended, is filed as
Exhibit10.1 hereto.
Item5.07. Submission of Matters to a
Vote of Security Holders.
The Company held its annual meeting of shareholders on May18,
2017. For more information on the following proposals submitted
to shareholders, see the Companys definitive proxy statement
dated March31, 2017. Below are the final voting results.
Item 1 Election of Directors
Name |
|
VotesFor |
|
VotesAgainst |
|
VotesAbstained |
|
BrokerNon-Votes |
|
Alan L. Beller |
211,456,568 |
2,319,026 |
362,638 |
33,219,140 |
|||||
John H. Dasburg |
204,756,210 |
8,970,537 |
411,485 |
33,219,140 |
|||||
Janet M. Dolan |
207,056,031 |
6,749,563 |
332,638 |
33,219,140 |
|||||
Kenneth M. Duberstein |
206,289,595 |
7,501,349 |
347,288 |
33,219,140 |
|||||
Patricia L. Higgins |
210,990,584 |
2,809,583 |
338,065 |
33,219,140 |
|||||
William J. Kane |
213,007,882 |
764,443 |
365,907 |
33,219,140 |
|||||
Cleve L. Killingsworth Jr. |
211,202,737 |
2,592,377 |
343,118 |
33,219,140 |
|||||
Philip T. Ruegger III |
212,868,927 |
889,979 |
379,326 |
33,219,140 |
|||||
Todd C. Schermerhorn |
212,732,377 |
1,040,279 |
365,576 |
33,219,140 |
|||||
Alan D. Schnitzer |
211,881,442 |
1,936,653 |
320,137 |
33,219,140 |
|||||
Donald J. Shepard |
210,907,660 |
2,866,349 |
364,223 |
33,219,140 |
|||||
Laurie J. Thomsen |
209,637,714 |
4,175,572 |
324,946 |
33,219,140 |
Item 2 Ratification of Independent Registered Public
Accounting Firm
VotesFor |
|
VotesAgainst |
|
VotesAbstained |
|
BrokerNon-Votes |
|
240,264,654 |
6,650,039 |
442,679 |
|
Item 3 Non-Binding Vote on the Frequency of Future
Votes on Executive Compensation
OneYear |
|
TwoYears |
|
ThreeYears |
|
VotesAbstained |
|
BrokerNon-Votes |
|
188,508,102 |
976,811 |
24,078,674 |
574,645 |
33,219,140 |
Based on the results of the vote, and consistent with the Board
of Directors recommendation, the Board of Directors of the
Company has determined that future non-binding votes of
shareholders to approve the compensation of the named executive
officers will be submitted annually to the Companys shareholders
until the next non-binding shareholder vote on the frequency of
shareholder votes on executive compensation, or until the Board
of Directors otherwise determines a different frequency for such
non-binding votes.
Item 4 Non-Binding Vote to Approve Executive
Compensation
VotesFor |
|
VotesAgainst |
|
VotesAbstained |
|
BrokerNon-Votes |
|
198,916,013 |
13,614,602 |
1,607,617 |
33,219,140 |
Item 5 Amendment to The Travelers Companies,Inc.
Amended and Restated 2014 Stock Incentive Plan
VotesFor |
|
VotesAgainst |
|
VotesAbstained |
|
BrokerNon-Votes |
|
201,355,738 |
11,535,714 |
1,246,780 |
33,219,140 |
Item 6 Shareholder Proposal Relating to
Lobbying
VotesFor |
|
VotesAgainst |
|
VotesAbstained |
|
BrokerNon-Votes |
|
78,455,277 |
131,544,974 |
4,137,981 |
33,219,140 |
Item 7 Shareholder Proposal Relating to a Gender
Pay Equity Report
VotesFor |
|
VotesAgainst |
|
VotesAbstained |
|
BrokerNon-Votes |
|
38,301,812 |
171,073,195 |
4,763,225 |
33,219,140 |
Item 8 Shareholder Proposal Relating to a Diversity
Report
VotesFor |
|
VotesAgainst |
|
VotesAbstained |
|
BrokerNon-Votes |
|
72,663,845 |
126,821,312 |
14,653,075 |
33,219,140 |
Item9.01. Financial Statements and Exhibits.
(d) Exhibits.
ExhibitNo. |
|
Description |
10.1 |
The Travelers Companies,Inc. Amended and Restated 2014 |
The Travelers Companies, Inc. (BMV:TRV) Recent Trading Information
The Travelers Companies, Inc. (BMV:TRV) closed its last trading session 00.00 at 2,274.68 with 0 shares trading hands.