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 Exchange Act of 1934
Date of Report (Date of earliest event reported): May 15, 2019
RenaissanceRe Holdings Ltd.
(Exact name of registrant as specified in its charter)
Bermuda | 001-14428 | 98-014-1974 | ||
(State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) | ||
Renaissance House 12 Crow Lane, Pembroke Bermuda | HM 19 | |
(Address of principal executive offices) | (Zip Code) | |
Registrant’s telephone number, including area code: (441) 295-4513
Not Applicable
(Former name or former address, if changed since last report).
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:
o | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
o | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
o | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
o | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
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. o
Securities registered pursuant to Section 12(b) of the Act:
Title of each class | Trading symbol | Name of each exchange on which registered |
Common Shares, Par Value $1.00 per share | RNR | New York Stock Exchange, Inc. |
Series C 6.08% Preference Shares, Par Value $1.00 per share | RNR PRC | New York Stock Exchange, Inc. |
Series E 5.375% Preference Shares, Par Value $1.00 per share | RNR PRE | New York Stock Exchange, Inc. |
Depositary Shares, each representing a 1/1,000th interest in a Series F 5.750% Preference Share, Par Value $1.00 per share | RNR PRF | New York Stock Exchange, Inc. |
Item 5.07 Submission of Matters to a Vote of Security Holders.
The 2019 Annual General Meeting of Shareholders (the “Annual Meeting”) of RenaissanceRe Holdings Ltd. (the “Company”) was held on Wednesday, May 15, 2019 in Pembroke, Bermuda. As of March 13, 2019, the record date for the Annual Meeting, there were 42,247,927 common shares, par value $1.00 per share, issued and outstanding. A quorum of 38,413,378 common shares was present or represented at the Annual Meeting.
The final results of the votes regarding the proposals described in the Company’s definitive proxy statement for the Annual Meeting on Schedule 14A filed with the U.S. Securities and Exchange Commission on April 2, 2019 (the “Proxy Statement”) are as follows:
1. | Shareholders elected each of the Company’s four nominees for Class III director to serve until the Company’s 2022 Annual General Meeting of Shareholders, or until their earlier resignation or removal, as set forth below: |
Name | Votes For | Votes Against | Abstentions | Broker Non-Votes | ||||
Henry Klehm III | 35,505,431 | 1,319,340 | 41,475 | 1,547,132 | ||||
Valerie Rahmani | 36,790,776 | 34,605 | 40,865 | 1,547,132 | ||||
Carol P. Sanders | 36,790,673 | 34,678 | 40,895 | 1,547,132 | ||||
Cynthia Trudell | 36,694,837 | 130,544 | 40,865 | 1,547,132 | ||||
2. | Shareholders approved an advisory vote on the compensation of the Company’s named executive officers as set forth in the Proxy Statement as set forth below: |
Votes For | Votes Against | Abstentions | Broker Non-Votes | |||
18,502,884 | 17,671,574 | 691,788 | 1,547,132 | |||
3. | Shareholders approved the appointment of Ernst & Young Ltd. as the Company’s independent registered public accounting firm for the 2019 fiscal year and referred the determination of Ernst & Young Ltd.’s remuneration to the Board of Directors of the Company, as set forth below: |
Votes For | Votes Against | Abstentions | ||
37,727,430 | 627,025 | 58,923 | ||
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
RENAISSANCERE HOLDINGS LTD. | ||||
Date: | By: | /s/ Stephen H. Weinstein | ||
May 17, 2019 | Stephen H. Weinstein | |||
Senior Vice President, Group General Counsel and Corporate Secretary | ||||