UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
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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) |
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Indicate by check mark whether the registrant is an emerging growth company as defined in 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 11, 2021, AMERISAFE, Inc. (the “Company”) held its annual meeting of shareholders. All matters submitted for approval by the Company’s shareholders, as described in the Company’s proxy statement on Schedule 14A filed with the SEC on April 30, 2021, were approved. The number of common shares entitled to vote at the Company’s 2021 annual meeting of shareholders was 19,331,059, representing the number of shares outstanding as of April 19, 2021, 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 2024 annual meeting of shareholders: |
| Votes For | Votes Withheld | Broker Non-Votes | ||||||||||
| Philip A. Garcia |
17,937,215 | 248,399 | 473,000 | |||||||||
| Millard E. Morris |
17,918,390 | 267,224 | 473,000 | |||||||||
| Randall E. Roach |
16,530,896 | 1,654,718 | 473,000 | |||||||||
2. Advisory vote on executive compensation. The compensation of the Company’s named executive officers as disclosed in the 2021 proxy statement under “Executive Compensation” and discussed under “Compensation Discussion and Analysis” was approved on an advisory basis.
| Votes For |
Votes Against |
Abstentions |
Broker Non-Votes | |||
| 18,059,420 |
103,710 | 10,497 | 473,000 |
4. Ratification of appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for 2021. The appointment was ratified.
| Votes For |
Votes Against |
Abstentions | ||
| 17,707,783 |
937,733 | 1,111 |
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.
| AMERISAFE, INC. | ||
| By: | /s/ Kathryn H. Shirley | |
| Kathryn H. Shirley | ||
| Executive Vice President, | ||
| Chief Administrative Officer and Secretary | ||
Date: June 14, 2021
Document and Entity Information |
Jun. 11, 2021 |
|---|---|
| Cover [Abstract] | |
| Entity Registrant Name | AMERISAFE INC |
| Amendment Flag | false |
| Entity Central Index Key | 0001018979 |
| Document Type | 8-K |
| Document Period End Date | Jun. 11, 2021 |
| Entity Incorporation State Country Code | TX |
| Entity File Number | 001-12251 |
| Entity Tax Identification Number | 75-2069407 |
| Entity Address, Address Line One | 2301 Highway 190 West |
| Entity Address, City or Town | DeRidder |
| Entity Address, State or Province | LA |
| Entity Address, Postal Zip Code | 70634 |
| City Area Code | (337) |
| Local Phone Number | 463-9052 |
| Written Communications | false |
| Soliciting Material | false |
| Pre Commencement Tender Offer | false |
| Pre Commencement Issuer Tender Offer | false |
| Security 12b Title | Common Stock, par value $0.01 per share |
| Trading Symbol | AMSF |
| Security Exchange Name | NASDAQ |
| Entity Emerging Growth Company | false |
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