Current Report Filing (8-k)
June 17 2019 - 6:05AM
Edgar (US Regulatory)
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):
June
14, 2019
AMERISAFE, INC.
(Exact
Name of Registrant as Specified in its Charter)
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Texas
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001-12251
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75-2069407
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(State or Other Jurisdiction
of Incorporation)
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(Commission
File Number)
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(IRS Employer
Identification No.)
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2301 Highway 190 West
DeRidder, Louisiana 70634
(Address of Principal Executive Offices) (Zip Code)
Registrants telephone number, including area code:
(337)
463-9052
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):
☐
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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☐
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Soliciting material pursuant to Rule
14a-12
under the Exchange Act (17
CFR
240.14a-12)
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☐
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Pre-commencement
communications pursuant to Rule
14d-2(b)
under the Exchange Act (17 CFR
240.14d-2(b))
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☐
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Pre-commencement
communications pursuant to Rule
13e-4(c)
under the Exchange Act (17 CFR
240.13e-4(c))
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Securities registered pursuant to Section 12(b) of the Act:
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Title of Each Class
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Trading Symbol(s)
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Name of Each Exchange on Which Registered
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Common Stock, par value $0.01 per share
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AMSF
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Nasdaq Stock Market LLC
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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).
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 June 14, 2019, AMERISAFE, Inc. (the Company) held its annual meeting of shareholders. All matters submitted for approval by
the Companys shareholders, as described in the Companys proxy statement on Schedule 14A filed with the SEC on April 26, 2019, were approved. The number of common shares entitled to vote at the Companys 2019 annual meeting of
shareholders was 19,274,980 representing the number of shares outstanding as of April 17, 2019, the record date for the annual meeting.
The results of each matter voted on at the annual meeting were as follows:
1. Election of directors. The following directors were elected for terms expiring at the 2022 annual meeting of shareholders:
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Votes For
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Votes Withheld
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Broker Non-Votes
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Teri G. Fontenot
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18,069,306
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67,929
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486,786
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Jared A. Morris
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17,935,376
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201,859
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486,786
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2. Advisory vote on executive compensation. The compensation of the Companys named executive officers as
disclosed in the 2019 proxy statement under Executive Compensation and discussed under Compensation Discussion and Analysis was approved on an advisory basis.
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Votes For
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Votes Against
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Abstentions
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Broker
Non-Votes
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18,004,292
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130,610
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2,333
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486,786
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4. Ratification of appointment of Ernst & Young LLP as the Companys independent registered
public accounting firm for 2019. The appointment was ratified.
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Votes For
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Votes Against
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Abstentions
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18,032,535
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590,711
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775
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Company has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
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AMERISAFE, INC.
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By:
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/s/ Kathryn H. Shirley
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Kathryn H. Shirley
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Executive Vice President, General Counsel and Secretary
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Date: June 14, 2019
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