false0000074260 0000074260 2020-05-22 2020-05-22


UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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 22, 2020

OLD REPUBLIC INTERNATIONAL CORPORATION
(Exact name of registrant as specified in its charter)

Delaware
 
001-10607
 
36-2678171
(State or other jurisdiction
 
(Commission
 
(I.R.S. Employer
of incorporation)
 
File Number)
 
Identification No.)

 
307 North Michigan Avenue
Chicago
Illinois
60601
 
 
(Address of principal executive offices) (Zip Code)
 
 
 
 
 
 
 
 
(312)
346-8100
 
 
 
 
(Registrant’s telephone number, including area code)
 
 
 
 
 
 
 
 
N /A
 
 
(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 140.14d-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 / $1 par value
 
ORI
 
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.







Item 5.07. Submission of Matters to a Vote of Security Holders

The Annual Meeting of Shareholders of Old Republic International Corporation held on May 22, 2020 voted on the following four proposals:

Proposal #1 - Election of Directors

ORI’s shareholders elected the following persons:

Nominee
For
Withheld
Broker Non-Votes
Charles J. Kovaleski
  149,592,618
  89,232,768
31,268,666
Craig R. Smiddy
  175,901,694
  62,923,692
31,268,666
Arnold L. Steiner
  103,782,146
 135,043,240
31,268,666
Fredricka Taubitz
  142,661,260
  96,164,126
31,268,666
Aldo C. Zucaro
  142,437,732
  96,387,654
31,268,666




Proposal #2 - To ratify KPMG LLP as ORI’S independent registered public accounting firm for 2020

ORI’s shareholders voted to approve this proposal as follows:


 
For
Against
Abstain
Broker Non-Votes
Shares Voted
267,277,019
2,509,543
307,490
0
       

Proposal #3 - An advisory vote to approve executive compensation

ORI’s shareholders voted to approve this proposal as follows:


 
For
Against
Abstain
Broker Non-Votes
Shares Voted
223,084,528
14,036,935
1,703,923
31,268,666






















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 thereunto duly authorized.
 
 
 
OLD REPUBLIC INTERNATIONAL CORPORATION
 
Registrant
 
 
 
 
 
 
Date: May 26, 2020
By: /s/  John R, Heitkamp, Jr.                                 
 
 
John R. Heitkamp, Jr.
 
 
Senior Vice President,
 
 
Secretary and General Counsel
 
 
 



Old Republic (NYSE:ORI)
Historical Stock Chart
From Jul 2020 to Aug 2020 Click Here for more Old Republic Charts.
Old Republic (NYSE:ORI)
Historical Stock Chart
From Aug 2019 to Aug 2020 Click Here for more Old Republic Charts.