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8-KThe WireRoutine

Shareholder Vote

Filed Aug 8, 2024 · 1y ago · Accession 0001021771-24-000162

Plain English

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

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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 7, 2024 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 5.07 Submission of Matters to a Vote of Security Holders . On August 7, 2024, 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, approved the Company’s 2024 Equity Participation Plan, ratified the selection of Marcum LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2024, 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 Meryl S. Golden 4,899,170 15,045 3,009,853 Barry B. Goldstein 4,894,212 20,003 3,009,853 Floyd R. Tupper 4,795,365 118,850 3,009,853 Timothy P. McFadden 4,897,601 16,614 3,009,853 William L. Yankus 4,795,367 118,848 3,009,853 Carla A. D’Andre 4,796,934 117,281 3,009,853 Manmohan Singh 4,797,674 116,541 3,009,853 Thomas Newgarden 4,897,905 16,310 3,009,853 2.   Approval of the Company’s 2024 Equity Participation Plan For 4,377,546 Against 522,682 Abstentions 13,987 Broker Non-Votes 3,009,853 3.   Ratification of the selection of Marcum LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2024: For 7,901,824 Against 18,377 Abstentions 3,867 4.   Advisory vote on the compensation of the Company’s named executive officers : For 4,752,903 Against 147,129 Abstentions 14,183 Broker Non-Votes 3,009,853 On August 7, 2024, the Company issued a press release (the “Annual Meeting Press Release”) announcing the actions taken by the stockholders at the Annual Meeting.  A copy of the Annual Meeting Press Release is furnished as Exhibit 99.1 hereto. Item 9.01 Financial Statements and Exhibits . (d)   Exhibits . Number Description     99.1 Press release, dated August 7, 2024, issued by Kingstone Companies, Inc. 104 Cover Page Interactive Data File (embedded within the Inline XBRL document). 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 8, 2024 By: /s/ Jennifer L. Gravelle       Jennifer L. Gravelle       Chief Financial Office
Filing details
Ticker
KINS
CIK
33992
Form type
8-K
Filing date
Aug 8, 2024
Report date
Aug 7, 2024
Document
kins080724.htm
Size
941 KB