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WHG > SEC Filings for WHG > Form 8-K on 22-Apr-2014All Recent SEC Filings




Submission of Matters to a Vote of Security Holders

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

On April 17, 2014, Westwood Holdings Group, Inc. (the "Company") held its annual meeting of stockholders in Dallas, Texas (the "Annual Meeting"). At the Annual Meeting, the following Proposals 1, 2, and 3 were approved by the Company's stockholders. No other business was brought before the Annual Meeting. The Proposals are described in detail in the Company's definitive proxy statement filed with the Securities and Exchange Commission on March 10, 2014. The voting results for the Annual Meeting are set forth below.

(a) Proposal 1. The stockholders elected the directors listed below to hold office until the next annual meeting and until their respective successors shall have been duly elected and qualified. The voting results for this Proposal 1 were as follows:

          Nominee                    For         Withheld       Broker Non-Vote
          Susan M. Byrne           6,332,076         7,754             1,159,403
          Brian O. Casey           6,323,627        16,203             1,159,403
          Richard M. Frank         6,078,524       261,306             1,159,403
          Ellen H. Masterson       6,325,911        13,919             1,159,403
          Robert D. McTeer         6,277,626        62,204             1,159,403
          Geoffrey R. Norman       6,232,008       107,822             1,159,403
          Martin J. Weiland        6,231,953       107,877             1,159,403
          Raymond E. Woolridge     6,077,636       262,194             1,159,403

(b) Proposal 2. The stockholders ratified Grant Thornton LLP as the Company's independent auditors for the year ending December 31, 2014. The voting results for this Proposal 2 were as follows:

For Against Abstain 7,374,328 120,459 4,446

(c) Proposal 3. The stockholders approved the non-binding resolution relating to executive compensation.

The voting results for this Proposal 3 were as follows:

                   For           Against       Abstain       Non-Vote
                   4,838,612     1,498,889        2,329       1,159,403

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