FilingIndex
8-KThe WireStrategic

Results of Operations · Shareholder Vote

Filed Aug 12, 2022 · 3y ago · Accession 0001021771-22-000045

Plain English

Material event — a significant development the company must disclose promptly.

Read the source below for the full document.

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): August 11, 2022 KINGSTONE COMPANIES, INC. (Exact name of registrant as specified in its charter) Delaware   000-01665   36-2476480 (State or other jurisdiction of incorporation)   (Commission File Number)   (IRS Employer Identification No.) 15 Joys Lane Kingston , New York   12401 (Address of principal executive offices)   (Zip code) Registrant's telephone number, including area code ( 845 ) 802-7900 Not Applicable (Former Name or Former Address, if Changed Since Last Report) Securities registered pursuant to Section 12(b) of the Securities Exchange Act of 1934: Title of each class Trading Symbol(s) Name of each exchange on which registered Common Stock, $0.01 par value per share KINS Nasdaq Capital Market 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)) 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 2.02 Results of Operations and Financial Condition . On August 11, 2022, Kingstone Companies, Inc. (the “Company”) issued a press release (the “Press Release”) announcing its financial results for the fiscal period ended June 30, 2022.  The Press Release also announced that the Company’s Board of Directors has declared a $0.04 per share quarterly dividend payable on September 15, 2022, to stockholders of record as of the close of business on August 31, 2022.  A copy of the Press Release is furnished as Exhibit 99.1 hereto. The information furnished with this Item 2.02, including Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to liabilities of that section, nor shall it be deemed incorporated by reference into any other filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such filing. Item 5.07 Submission of Matters to a Vote of Security Holders . On August 11, 2022, the Company held its Annual Meeting of Stockholders (the “Annual Meeting”).  The following is a listing of the votes cast for or withheld, and the number of broker non-votes, with respect to each nominee for director and a listing of the votes cast for and against, as well as abstentions and broker non-votes, with respect to the other matters voted upon at the Annual Meeting.  The Company’s stockholders elected each of the nominees as a director, ratified the selection of Marcum LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2022, and approved, on a non-binding advisory basis, the compensation of the Company’s named executive officers. 1. Election of Board of Directors:   Number of Shares   For Withheld Broker Non-Votes Barry B. Goldstein 4,933,038 2,146,063 1,620,105 Meryl S. Golden 5,232,298 1,846,803 1,620,105 Floyd R. Tupper 4,827,048 2,252,053 1,620,105 William L. Yankus 4,931,788 2,147,313 1,620,105 Carla A. D’Andre 4,995,084 2,084,017 1,620,105 Timothy P. McFadden 4,332,387 2,746,714 1,620,105 2.   Ratification of the selection of Marcum LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2022: For 7,931,312 Against 506,762 Abstentions 261,132 3.   Advisory vote on the compensation of the Company’s named executive officers : For 4,347,970 Against 2,605,978 Abstentions 125,153 Broker Non-Votes 1,620,105 Item 9.01 Financial Statements and Exhibits . (d)   Exhibits . 99.1 Press release, dated August 11, 2022, issued by Kingstone Companies, Inc. 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.   KINGSTONE COMPANIES, INC.           Dated:  August 11, 2022 By: /s/ Barry B. Goldstein       Barry B. Goldstein       President and CEO
Filing details
Ticker
KINS
CIK
33992
Form type
8-K
Filing date
Aug 12, 2022
Report date
Aug 11, 2022
Document
form8k.htm
Size
13.0 MB