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AMBC > SEC Filings for AMBC > Form 8-K on 18-Dec-2013All Recent SEC Filings

Show all filings for AMBAC FINANCIAL GROUP INC

Form 8-K for AMBAC FINANCIAL GROUP INC


18-Dec-2013

Submission of Matters to a Vote of Security Holders


Item 5.07 Submission of Matters to a Vote of Security Holders

The Annual Meeting of Stockholders of Ambac Financial Group, Inc. (the "Company") was held on December 18, 2013. Represented at the meeting were 36,770,207 shares, or approximately 81.7%, of the Company's 45,002,524 shares of common stock outstanding and entitled to vote at the meeting. Set forth below are the final voting results for the actions taken by the stockholders at the meeting.

1. The Company's stockholders elected the five (5) director nominees named below to a term expiring at the 2014 annual meeting or until their successors are elected and qualified, with each receiving the following votes:

                   Number of      Votes      Broker
Name               Votes For    Withheld    Non-Votes

Diana N. Adams     21,127,764   6,896,977   8,745,466

Victor Mandel      21,429,482   6,595,259   8,745,466

Nader Tavakoli     23,393,636   4,631,105   8,745,466

Eugene M. Bullis   21,428,976   6,595,765   8,745,466

Jeffrey S. Stein   21,700,522   6,324,219   8,745,466

2. The Company's stockholders ratified the selection of KPMG LLP as the independent registered public accounting firm for the fiscal year ending December 31, 2013 with the following vote:

Number of Votes
      For         Votes Against   Abstentions

     36,581,246         162,589        26,372

3. The Company's stockholders approved, by nonbinding vote, the compensation of our named executive officers, as disclosed in the Company's 2013 Proxy Statement, with the following vote:

Number of                                    Broker
Votes For    Votes Against   Abstentions   Non-Votes

23,746,991         323,180     3,954,570   8,745,466

4. The Company's stockholders recommended, by nonbinding vote, that a stockholder vote to approve the compensation of our named executive officers should occur every year with the following vote:

                                                      Broker
 One Year    Two Years   Three Years   Abstentions   Non-Votes

25,384,103      58,473     2,376,123       206,042   8,745,466

In accordance with the stockholders' recommendation, the Company has determined that an advisory vote on the compensation of our named executive officers will be conducted every year, until the next advisory vote on the frequency of the advisory vote on the compensation of our named executive officers.

5. The Company's stockholders approved the Company's 2013 Incentive Compensation Plan with the following vote:

Number of                                    Broker
Votes For    Votes Against    Abstentions   Non-Votes

22,447,091        5,443,066       134,584   8,745,466

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