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    Primerica Inc. filed SEC Form 8-K: Submission of Matters to a Vote of Security Holders

    5/15/25 2:12:41 PM ET
    $PRI
    Life Insurance
    Finance
    Get the next $PRI alert in real time by email
    8-K
    false000147592200014759222025-05-142025-05-14


     

    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

    DATE OF REPORT (Date of earliest event reported): May 14, 2025

    img187729871_0.jpg

    Primerica, Inc.

    (Exact name of registrant as specified in its charter)


    Delaware


    001-34680


    27-1204330

    (State or other jurisdiction of
    incorporation)

    (Commission File Number)

    (IRS Employer
    Identification No.)

     

    1 Primerica Parkway

    Duluth, Georgia 30099

    (Address of principal executive offices, and Zip Code)

     

     

     

     

     

     

     

    (770) 381-1000

    (Registrant’s telephone number, including area code)

    (Former name or former address, if changed since last report)

    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:

    ☐

    Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

    ☐

    Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

    ☐

    Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

    ☐

    Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

     

    Securities registered pursuant to Section 12(b) of the Act:

    Title of each class

    Trading Symbol(s)

    Name of each exchange on which registered

    Common Stock

    PRI

    New York Stock Exchange

     

    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.

    The Company held its 2025 annual stockholders’ meeting on May 14, 2025. There were 33,091,557 shares of common stock outstanding and entitled to be voted, and 29,923,787 of those shares (approximately 90% of the outstanding shares) were represented in person or by proxy, at the Annual Meeting.

    Proposal 1: The following nominees were elected by majority vote to serve on the Board of Directors:

    Nominee

     

    For

     

    Against

     

    Abstain

     

    Broker Non-Votes

    John A. Addison, Jr.

     

    28,092,923

     

    453,906

     

    12,345

     

    1,364,613

    Joel M. Babbit

     

    28,104,837

     

    438,703

     

    15,634

     

    1,364,613

    Amber L. Cottle

     

    28,371,277

     

    171,030

     

    16,867

     

    1,364,613

    Gary L. Crittenden

     

    28,147,144

     

    395,729

     

    16,301

     

    1,364,613

    Cynthia N. Day

     

    25,786,496

     

    2,755,762

     

    16,916

     

    1,364,613

    Sanjeev Dheer

     

    28,536,240

     

    4,839

     

    18,095

     

    1,364,613

    Beatriz R. Perez

     

    26,746,392

     

    1,795,000

     

    17,782

     

    1,364,613

    D. Richard Williams

     

    27,853,376

     

    692,272

     

    13,526

     

    1,364,613

    Glenn J. Williams

     

    28,172,563

     

    374,419

     

    12,192

     

    1,364,613

    Darryl L. Wilson

     

    28,295,879

     

    245,778

     

    17,517

     

    1,364,613

    Barbara A. Yastine

     

    27,723,396

     

    818,519

     

    17,259

     

    1,364,613

    Proposal 2: An advisory vote on executive compensation (Say-on-Pay) was approved.

    For

     

    Against

     

    Abstain

     

    Broker Non-Votes

    27,545,583

     

    976,809

     

    36,782

     

    1,364,613

    Proposal 3: The appointment of KPMG LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2025 was ratified.

    For

     

    Against

     

    Abstain

     

    Broker Non-Votes

    29,800,969

     

    101,393

     

    21,425

     

    N/A

    The information provided pursuant to Items 5.07 is “furnished” and shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of such section, and shall not be incorporated by reference in any filing made by the Company under the Exchange Act or the Securities Act of 1933, as amended, except to the extent expressly set forth by specific reference in any such filings.

     

     

     

     

     

     

     

     

     

     

     

     

     


     



     

    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.

     

    Dated: May 15, 2025

     

    PRIMERICA, INC.

    By:

      /s/ Stacey K. Geer

     

    Stacey K. Geer

    Executive Vice President, Chief Governance and Risk Officer and Deputy General Counsel

     


     


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