8-KThe WireRoutine
Shareholder Vote
Filed May 15, 2019 · 7y ago · Accession 0000060086-19-000009
Plain English
Material event — a significant development the company must disclose promptly.
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Filing text
View original ↗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, 2019
LOEWS CORPORATION
(Exact name of registrant as specified in its charter)
Delaware
1-6541
13‑2646102
(State or other jurisdiction
(Commission
(I.R.S. Employer
of incorporation)
File Number)
Identification No.)
667 Madison Avenue, New York, N.Y.
10065‑8087
(Address of principal executive offices)
(Zip Code)
Registrant's telephone number, including area code:
(212) 521‑2000
NOT APPLICABLE
(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 (see General Instruction A.2. below):
☐
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, $0.01 par value
L
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. ☐
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Item 5.07
Submission of Matters to a Vote of Security Holders .
Set forth below is information relating to the 2019 Annual Meeting of Shareholders of the Registrant (the "Annual Meeting").
The Annual Meeting was called to order at 11:00 A.M. on May 14, 2019. Represented at the meeting, in person or by proxy, were shares of common stock, par value $0.01 per share, of the Registrant representing 290,413,898 votes, approximately 94.8% of the votes represented by the issued and outstanding shares of common stock entitled to vote.
The following business was transacted:
Election of Directors
Shares representing over 81.2% of the votes cast for directors were voted for the election of each of the following directors, each of whom was elected. The number of votes for, against and abstained, and all shares as to which brokers indicated that they did not have the authority to vote ("Broker Non-Votes") with respect to each director were as follows:
Votes For
Votes Against
Votes Abstained
Broker Non-Votes
Ann E. Berman
271,028,596
6,292,100
134,997
12,958,205
Joseph L. Bower
257,183,242
20,133,659
138,792
12,958,205
Charles D. Davidson
275,140,966
2,188,173
126,554
12,958,205
Charles M. Diker
270,140,029
7,156,429
159,235
12,958,205
Paul J. Fribourg
251,830,088
25,499,249
126,356
12,958,205
Walter L. Harris
225,390,243
51,937,880
127,570
12,958,205
Philip A. Laskawy
266,866,074
10,457,665
131,954
12,958,205
Susan P. Peters
275,269,751
2,037,277
148,665
12,958,205
Andrew H. Tisch
259,977,363
17,389,961
88,369
12,958,205
James S. Tisch
265,557,105
11,808,135
90,453
12,958,205
Jonathan M. Tisch
262,323,480
15,032,627
99,586
12,958,205
Anthony Welters
272,646,413
4,679,904
129,376
12,958,205
Advisory Vote on Executive Compensation
Approved – Shares representing 263,560,563 votes, approximately 95.1% of the votes cast, voted, in an advisory vote, to approve the compensation of executive officers of the Registrant named in its proxy statement dated April 3, 2019. Shares representing 13,619,485 votes, approximately 4.9%, of the votes cast, voted against, and shares representing 275,645 votes abstained. In addition, there were 12,958,205 Broker Non-Votes.
Ratification of the Appointment of Independent Auditors
Approved – Shares representing 285,083,287 votes, approximately 98.2% of the votes cast, voted to ratify the appointment of Deloitte & Touche LLP as independent auditors for the Registrant. Shares representing 5,215,139 votes, approximately 1.8%, of the votes cast, voted against, and shares representing 115,472 votes abstained.
Shareholder Proposal Requesting Certain Disclosures Regarding Political Contributions
Not approved – Shares representing 76,860,074 votes, approximately 27.8% of the votes cast, voted for the shareholder proposal requesting certain disclosures regarding political contributions. Shares representing 199,731,299 votes, approximately 72.2%, of the votes cast, voted against, and shares representing 864,320 votes abstained. In addition, there were 12,958,205 Broker Non-Votes.
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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.
LOEWS CORPORATION
(Registrant)
Dated: May 15, 2019
By:
/s/ Marc A. Alpert
Marc A. Alpert
Senior Vice President,
General Counsel and Secretary
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Filing details
- Company
- LOEWS CORP
- Ticker
- L
- CIK
- 60086
- Form type
- 8-K
- Filing date
- May 15, 2019
- Report date
- May 14, 2019
- Document
- lc_body.htm
- Size
- 60 KB