The Baldwin Insurance Group Inc. filed SEC Form 8-K: Submission of Matters to a Vote of Security Holders
$BWIN
Specialty Insurers
Finance
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-K
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CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): June 5, 2025
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(Exact name of registrant as specified in its charter)
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(Registrant's telephone number, including area code): (866 ) 279-0698
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Securities registered pursuant to Section 12(b) of the Act:
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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).
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Item 5.07 Submission of Matters to a Vote of Security Holders.
On June 5, 2025, The Baldwin Insurance Group, Inc. (the “Company”) held its 2025 Annual Meeting of Shareholders (the “Annual Meeting”), at which a quorum was present. At the Annual Meeting, the shareholders of the Company voted on the following three proposals, each of which was described in greater detail in the Company’s definitive proxy statement on Schedule 14A filed with the U.S. Securities and Exchange Commission on April 23, 2025 (the “Proxy Statement”):
Proposal 1—Election of Directors
The following nominees were elected to the Company’s Board of Directors as Class III Directors, each to serve until the annual shareholders’ meeting to be held in 2028 or until his or her successor is elected and qualified. The voting results for each nominee were as follows:
| Nominee | For | Withheld | Broker Non-Votes | |||||||||||||||||
| Joseph Kadow | 83,484,628 | 17,114,075 | 4,318,970 | |||||||||||||||||
| Chris Sullivan | 84,644,882 | 15,953,821 | 4,318,970 | |||||||||||||||||
| Myron Williams | 84,977,862 | 15,620,841 | 4,318,970 | |||||||||||||||||
Proposal 2—Advisory vote on the compensation of the Company’s named executive officers (“Say-on-Pay” vote)
The shareholders voted to approve, on a non-binding advisory basis, the compensation of the Company’s named executive officers as described in the Proxy Statement. The voting results on this proposal were as follows:
| For | Against | Abstain | Broker Non-Votes | |||||||||||||||||
| 97,572,489 | 2,664,822 | 361,392 | 4,318,970 | |||||||||||||||||
Proposal 3—Ratification of Appointment of Independent Registered Public Accounting Firm
The proposal to ratify the appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2025 was approved. The voting results on this proposal were as follows:
| For | Against | Abstain | ||||||||||||
| 103,446,002 | 1,459,694 | 11,977 | ||||||||||||
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.
| The Baldwin Insurance Group, Inc. | |||||||||||
| Date: June 6, 2025 | By: | /s/ Bradford L. Hale | |||||||||
| Name: | Bradford L. Hale | ||||||||||
| Title: | Chief Financial Officer | ||||||||||