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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 and Exchange Act of 1934

Date of Report (or Date of Earliest Event Reported): June 3, 2021

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)

(813405-3600

(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 3, 2021. Three matters were voted upon at the meeting: (1) the election of three Class A directors; (2) the ratification of the appointment of Dixon Hughes Goodman LLP as our independent registered public accounting firm for the year ending December 31, 2021; 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

  

6,322,416

 

 

 

 

376,600

  

Eric Hoffman

  

6,569,426

 

 

 

 

129,590

  

Sue Watts

  

6,513,651

 

 

 

 

185,365

  

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 Dixon Hughes Goodman LLP as the company’s independent registered public accounting firm for the year ending December 31, 2021.

  

 7,354,409

 

 

 

 

133,950

 

 

2,612

 

 

 

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.

  

6,048,093 

 

  

  

 535,139

 

  

  

 115,784

 

  

  

 791,955

 

  

 


 

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 8, 2021.

 

 

HCI GROUP, INC.

 

 

 

 

BY:

 

/s/ James Mark Harmsworth

 

 

 

Name:  James Mark Harmsworth

Title:    Chief Financial Officer

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.