Form 8-K - Current report

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 and Exchange Act of 1934

Date of Report (or Date of Earliest Event Reported): June 11, 2024

HCI Group, Inc.

(Exact Name of Registrant as Specified in Its Charter)



Florida	001-34126	20-5961396
(State or Other Jurisdiction of Incorporation or Organization)	(Commission File Number)	(I.R.S. Employer Identification Number)

3802 Coconut Palm Drive
Tampa, Florida 33619
(Address of Principal Executive Offices)

(813) 405-3600

(Telephone Number, Including Area Code)

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. ☐

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	HCI	NYSE


Item 5.07	Submission of Matters to a Vote of Security Holders

We held our Annual Meeting of Shareholders on June 11, 2024. Three matters were voted upon at the meeting: (1) the election of three Class A directors; (2) the ratification of the appointment of FORVIS LLP as our independent registered public accounting firm for the year ending December 31, 2024; and (3) approval, on an advisory basis, of the compensation of our named executive officers.

Karin Coleman, Eric Hoffman and Sue Watts were elected to the board of directors at the meeting. The number of votes cast for and the number of votes withheld as to each director nominee appear below.


Director Nominee	For	Withheld
Karin Coleman	7,806,754	598,785
Eric Hoffman	8,240,972	164,567
Sue Watts	8,019,250	386,289

The number of votes cast for, against and abstaining in the second matter voted upon appear below.

     
    For

    Against

    Abstain

    Ratification of the appointment of FORVIS LLP, or its successor, as the company’s independent registered public accounting firm for the year ending December 31, 2024.

8,991,760

20,176

222,896

The number of votes cast for, against and abstaining and the number of broker non-votes in the third matter voted upon appear below.

     
For

Against

Abstain

    Broker
Non-Votes

    Approval, on an advisory basis, of compensation paid to named executive officers.

7,954,109

446,033

5,397

829,293

SIGNATURE

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.

Dated: June 14, 2024



HCI GROUP, INC.

BY:		/s/ Andrew L. Graham
		Name: Andrew L. Graham
		Title: General Counsel

A signed original of this Form 8-K has been provided to HCI Group, Inc. and will be retained by HCI Group, Inc. and furnished to the Securities and Exchange Commission or its staff upon request.

Cover	Jun. 11, 2024
Cover [Abstract]
Document Type	8-K
Amendment Flag	false
Document Period End Date	Jun. 11, 2024
Entity Registrant Name	HCI Group, Inc.
Entity Central Index Key	0001400810
Entity Emerging Growth Company	false
Entity File Number	001-34126
Entity Incorporation State Country Code	FL
Entity Tax Identification Number	20-5961396
Entity Address, Address Line One	3802 Coconut Palm Drive
Entity Address, City or Town	Tampa
Entity Address, State or Province	FL
Entity Address, Postal Zip Code	33619
City Area Code	813
Local Phone Number	405-3600
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of each class	Common Stock
Trading Symbol(s)	HCI
Name of each exchange on which registered	NYSE