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As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 5/07/21 Argo Group Int’l Holdings, Ltd. 8-K:5 5/06/21 11:207K Donnelley … Solutions/FA |
Document/Exhibit Description Pages Size 1: 8-K Current Report HTML 35K 7: R1 Document and Entity Information HTML 56K 9: XML IDEA XML File -- Filing Summary XML 12K 6: XML XBRL Instance -- d406209d8k_htm XML 21K 8: EXCEL IDEA Workbook of Financial Reports XLSX 6K 3: EX-101.DEF XBRL Definitions -- argo-20210506_def XML 43K 4: EX-101.LAB XBRL Labels -- argo-20210506_lab XML 72K 5: EX-101.PRE XBRL Presentations -- argo-20210506_pre XML 45K 2: EX-101.SCH XBRL Schema -- argo-20210506 XSD 16K 10: JSON XBRL Instance as JSON Data -- MetaLinks 15± 23K 11: ZIP XBRL Zipped Folder -- 0001193125-21-154906-xbrl Zip 12K
| 8-K |
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM i 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): i May 6, 2021
i Argo Group International Holdings, Ltd.
(Exact Name of Registrant as Specified in Charter)
| i Bermuda | i 001-15259 | i 98-0214719 | ||
| (State or other jurisdiction of incorporation) |
(Commission File Number) |
(I.R.S. Employer Identification No.) |
| i 90 Pitts Bay Road i P.O. Box HM 1282 i Hamilton HM FX |
P.O. Box HM 1282 | |
| i Pembroke i HM 08 | Hamilton HM FX | |
| i Bermuda | Bermuda | |
| (Address, Including Zip Code, of Principal Executive Offices) |
(Mailing Address) |
Registrant’s telephone number, including area code: i (441) i 296-5858
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:
| i ☐ | Written communication pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| i ☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| i ☐ | Pre-commencement communication pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| i ☐ | Pre-commencement communication pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class |
Trading |
Name of each exchange | ||
| i Common Stock, par value of $1.00 per share | i ARGO | i New York Stock Exchange | ||
| i Guarantee of Argo Group U.S., Inc. 6.500% Senior Notes due 2042 | i ARGD | i New York Stock Exchange | ||
| i Depositary Shares, Each Representing a 1/1,000th Interest in a 7.00% Resettable Fixed Rate Preference Share, Series A, par value $1.00 per share | i ARGOPrA | i New York Stock Exchange |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).
Emerging growth company i ☐
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. ☐
| Item 5.07 | Submission of Matters to a Vote of Security Holders |
On May 6, 2021, at the Annual General Meeting of Shareholders (the “Annual Meeting”) of Argo Group International Holdings, Ltd. (the “Company”), the Company’s shareholders voted on the proposals set forth below, each of which is described in more detail in the Company’s proxy statement in connection with the Annual Meeting. Each director nominee was elected and each of the other proposals were approved by the Company’s shareholders. The number of votes cast for and against each matter, as well as the number of abstentions, were as follows:
| For | Against | Abstentions | Broker Non-Votes | |||||||||||||||
| Proposal 1 |
Election of directors for an annual term until the next annual general meeting: |
|||||||||||||||||
| Bernard C. Bailey |
29,040,714 | 435,287 | 13,423 | 2,150,444 | ||||||||||||||
| Thomas A. Bradley |
29,058,198 | 419,290 | 11,936 | 2,150,444 | ||||||||||||||
| Fred R. Donner |
29,251,104 | 224,897 | 13,423 | 2,150,444 | ||||||||||||||
| Anthony P. Latham |
29,005,697 | 474,699 | 9,028 | 2,150,444 | ||||||||||||||
| Dymphna A. Lehane |
29,058,396 | 425,872 | 5,156 | 2,150,444 | ||||||||||||||
| Samuel G. Liss |
28,716,300 | 746,770 | 26,354 | 2,150,444 | ||||||||||||||
| Carol A. McFate |
28,970,244 | 496,241 | 22,939 | 2,150,444 | ||||||||||||||
| Al-Noor Ramji |
29,257,034 | 222,390 | 10,000 | 2,150,444 | ||||||||||||||
| Kevin J. Rehnberg |
29,278,312 | 201,377 | 9,735 | 2,150,444 | ||||||||||||||
| Proposal 2 |
Approval, on an advisory, non-binding basis, of the compensation of our named executive officers |
28,803,370 | 664,920 | 21,134 | 2,150,444 | |||||||||||||
| Proposal 3 |
Approval of the appointment of Ernst & Young LLP as our independent auditors for the fiscal year ending December 31, 2021 and to refer the determination of its remuneration to the Audit Committee of our Board of Directors |
30,604,671 | 1,024,638 | 10,559 | — | |||||||||||||
SIGNATURE
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 hereunto duly authorized.
| Dated: May 7, 2021 | ARGO GROUP INTERNATIONAL HOLDINGS, LTD. | |||||
| By: | /s/ Scott Kirk | |||||
| Name: | Scott Kirk | |||||
| Title: | Chief Financial Officer | |||||
| This ‘8-K’ Filing | Date | Other Filings | ||
|---|---|---|---|---|
 | ||||
| 12/31/21 | 10-K, 10-K/A, NT 10-K | |||
| Filed on: | 5/7/21 | 10-Q | ||
| For Period end: | 5/6/21 | 4, DEF 14A | ||
| List all Filings | ||||