Current Report Filing (8-k)
January 27 2017 - 1:11PM
Edgar (US Regulatory)
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
January 27, 2017
Date of Report (Date of earliest event reported)
Endurance
Specialty Holdings Ltd.
(Exact name of registrant as specified in its charter)
|
|
|
|
|
Bermuda
|
|
1-31599
|
|
98-0392908
|
(State or Other Jurisdiction of Incorporation)
|
|
(Commission File Number)
|
|
(I.R.S. Employer Identification No.)
|
Waterloo House, 100 Pitts Bay Road, Pembroke HM 08, Bermuda
(Address of principal executive offices, including zip code)
(441) 278-0400
(Registrants telephone number, including area code)
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:
☐
|
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
|
☐
|
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
|
☐
|
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
|
☐
|
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
|
Item 5.07. Submission of Matters to a Vote of Security Holders.
A Special General Meeting of Shareholders of Endurance Specialty Holdings Ltd. (Endurance) was held on January 27, 2017.
Proxies with regard to the matters voted upon at the Special General Meeting were solicited under Regulation 14A of the Securities Exchange Act of 1934, as amended. Set forth below is a brief description of each matter voted upon at the Special
General Meeting and the results of voting on each such matter.
|
Proposal No. 1
Approval of the Agreement and Plan of Merger, dated as of October 5, 2016, by and among Endurance, SOMPO Holdings, Inc. and Volcano International Limited, the statutory merger
agreement required in accordance with Section 105 of the Bermuda Companies Act 1981, as amended, and the merger of Volcano International Limited with and into Endurance.
|
|
|
|
|
|
|
|
Votes For
|
|
Votes Against
|
|
Abstentions
|
|
Broker
Non-Votes
|
54,016,902
|
|
16,945
|
|
57,647
|
|
0
|
|
Proposal No. 2
Approval on an advisory (non-binding) basis, of the compensation that may be paid or become payable to Endurances named executive officers in connection with the merger referred
to in Proposal No. 1.
|
|
|
|
|
|
|
|
Votes For
|
|
Votes Against
|
|
Abstentions
|
|
Broker
Non-Votes
|
52,526,087
|
|
1,374,180
|
|
186,735
|
|
0
|
|
Proposal No. 3
Approval of the adjournment of Endurances special general meeting, if necessary or appropriate, to solicit additional proxies in the event there are insufficient votes to approve
Proposal No. 1.
|
|
|
|
|
|
|
|
Votes For
|
|
Votes Against
|
|
Abstentions
|
|
Broker
Non-Votes
|
50,879,534
|
|
3,150,518
|
|
61,442
|
|
0
|
2
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by
the undersigned thereunto duly authorized.
Dated: January 27, 2017
|
|
|
|
|
|
By:
|
|
/s/ John V. Del Col
|
Name: John V. Del Col
Title: General Counsel & Secretary
|
3
Endurance Splty (NYSE:ENH)
Historical Stock Chart
From Jun 2024 to Jul 2024
Endurance Splty (NYSE:ENH)
Historical Stock Chart
From Jul 2023 to Jul 2024