Atlantic American Corporation filed SEC Form 8-K: Submission of Matters to a Vote of Security Holders
$AAME
Life Insurance
Finance
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
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Date of report (Date of earliest event reported)
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May 15, 2025 (
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(Exact name of registrant as specified in its charter)
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(State or other jurisdiction of incorporation)
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(Commission File Number)
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(IRS Employer Identification No.)
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(Address of principal executive offices)
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(Zip Code)
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Registrant’s telephone number, including area code
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N/A
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(Former name or former address, if changed since last report)
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Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Securities registered pursuant to Section 12(b) of the Act:
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Title of each class
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Trading
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Name of each exchange on which registered
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2
of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised
financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
| Item 5.07. |
Submission of Matters to a Vote of Security Holders.
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The Annual Meeting of Shareholders of Atlantic American Corporation (the “Company”) was held on Tuesday, May 13, 2025, at which the following matters were submitted to
a vote of the shareholders, with voting results as set forth below:
(a) A vote regarding the election of six (6) directors of the Company to serve until the next annual meeting of shareholders and until their respective successors are
duly elected and qualified:
Shares Voted
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For
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Withhold
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Broker Non-Vote
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(1) Hilton H. Howell, Jr.
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16,067,252
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627,981
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2,075,886
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(2) Robin R. Howell
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16,043,909
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651,324
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2,075,886
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(3) Mark E. Preisinger
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16,011,858
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683,375
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2,075,886
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(4) Joseph M. Scheerer
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16,011,979
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683,254
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2,075,886
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(5) Scott G. Thompson
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16,065,381
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629,852
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2,075,886
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(6) D. Keehln Wheeler
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16,011,966
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683,267
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2,075,886
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(b) A vote regarding the ratification of the appointment of Forvis Mazars, LLP as the Company’s independent registered public accounting firm for the fiscal year ending
December 31, 2025:
Shares Voted
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For
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Against
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Abstain
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18,669,634
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4,832
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96,653
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(c) An advisory vote regarding the compensation of the Company’s named executive officers:
Shares Voted
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For
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Against
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Abstain
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Broker Non-Vote
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16,287,474
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385,451
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22,308
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2,075,886
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(d) An advisory vote regarding the frequency of the advisory vote on executive compensation:
Shares Voted For
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Three Years
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Two Years
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One Year
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Abstain
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12,103,165
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4,096,768
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471,198
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24,102
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In accordance with the previous recommendation of the board of directors of the Company and the voting results on this advisory proposal, the Company has determined to
hold an advisory vote regarding the compensation of the Company’s named executive officers every three years.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the
undersigned, hereunto duly authorized.
| ATLANTIC AMERICAN CORPORATION | ||
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By:
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/s/ J. Ross Franklin
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J. Ross Franklin
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Vice President, Chief Financial Officer and Secretary
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| Date: May 15, 2025 | ||