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MIG > SEC Filings for MIG > Form 8-K on 19-May-2014All Recent SEC Filings

Show all filings for MEADOWBROOK INSURANCE GROUP INC

Form 8-K for MEADOWBROOK INSURANCE GROUP INC


19-May-2014

Submission of Matters to a Vote of Security Holders


ITEM 5.07 SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

Meadowbrook Insurance Group, Inc. (the "Company") held its Annual Meeting of Shareholders ("Annual Meeting") on May 16, 2014. Matters voted upon at the Annual Meeting were (i) election of four members to the Board of Directors for terms expiring in 2017 and election of one member to the Board of Directors for a term expiring in 2016; (ii) ratification of the appointment of Ernst & Young LLP as the Company's independent registered public accounting firm for 2014; and
(iii) a non-binding, advisory vote on the compensation of our named executive officers. For more information about the aforementioned proposals, see the Company's Proxy Statement dated April 14, 2014. As of the March 21, 2014 record date, there were 50,093,743 shares of common stock outstanding and entitled to vote. At the Annual Meeting, 41,607,137 shares of common stock were represented in person or by proxy, constituting a quorum. The certified results of the matters voted on at the Annual Meeting are set forth below.

Proposal No. 1 - Election of Robert H. Naftaly, Robert W. Sturgis, Jeffrey A. Maffett and Winifred A. Baker as directors each for a three-year term expiring in 2017 and Bruce E. Thal as a director for a two-year term expiring in 2016.

Director Name            For           Withheld        Abstain       Broker Non-Votes

Robert H. Naftaly      32,977,954       3,562,499             -              5,066,684
Robert W. Sturgis      32,980,316       3,560,137             -              5,066,684
Jeffrey A. Maffett     33,219,978       3,320,475             -              5,066,684
Winifred A. Baker      35,045,521       1,494,932             -              5,066,684
Bruce E. Thal          32,290,320       4,250,133             -              5,066,684

Proposal No. 2 - Ratification of the appointment of Ernst & Young LLP as the Company's independent registered public accounting firm for the year ending December 31, 2014.

For Against Abstain Broker Non-Votes

40,703,674 884,877 18,586 0

Proposal No. 3 - Advisory vote on the Company's 2013 executive compensation.

For Against Abstain Broker Non-Votes

33,176,414 2,643,101 720,938 5,066,684


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