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FNHC > SEC Filings for FNHC > Form 8-K/A on 17-Sep-2013All Recent SEC Filings

Show all filings for FEDERATED NATIONAL HOLDING CO

Form 8-K/A for FEDERATED NATIONAL HOLDING CO


17-Sep-2013

Submission of Matters to a Vote of Security Holders


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

Annual Meeting of Shareholders

On September 10, 2013, Federated National Holding Company (the "Company") held its annual meeting of shareholders. A total of 7,017,514 of the Company's outstanding shares of common stock, representing approximately 86.1% of the shares eligible to vote, were present or represented by proxy at the annual meeting. The following four proposals were voted on at the annual meeting, and each was approved by the Company's shareholders with the necessary number of votes required by the Company's charter documents and applicable corporate law:

1. The election of Michael H. Braun, Peter J. Prygelski, III, and Jenifer G. Kimbrough as Class I directors to serve until the annual meeting of shareholders to be held in 2016 or until their successors are elected and qualified;

2. To hold an advisory vote on the Company's executive compensation;

3. To hold an advisory vote on the frequency of future advisory votes on the Company's executive compensation; and

4. To ratify the appointment of DeMeo Young McGrath as the Company's independent registered public accounting firm for the 2013 fiscal year.

The table below states the number of votes cast for, against or withheld, as well as the number of abstentions and broker non-votes, for each of the proposals voted on at the annual meeting:

                                                                                        Broker Non-
Description of Matter                            For     Against  Withheld  Abstentions    Votes
1. Election of Directors:

   Michael H. Braun                           3,859,442    N/A     312,995      N/A      2,845,077

   Peter J. Prygelski, III                    3,674,673    N/A     497,764      N/A      2,845,077

   Jenifer G. Kimbrough                       3,836,518    N/A     335,919      N/A      2,845,077

2. Advisory vote approving the                2,870,140 1,289,318    N/A      12,979     2,845,077
   Company's executive compensation.

                                                                                        Broker Non-
Description of Matter                          1 Year    2 Years   3 Years  Abstentions    Votes

3. Advisory vote approving the frequency of
   future advisory votes on the Company's     1,901,543  50,791   2,208,935   11,168     2,845,077
   executive compensation to occur every
   three years.

                                                                                        Broker Non-
Description of Matter                            For     Against  Withheld  Abstentions    Votes

4. Ratification of the appointment of         6,888,257  64,070      N/A      65,187        N/A
   DeMeo Young McGrath as the Company's
   independent registered public accounting
   firm for the 2013 fiscal year.


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