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ATLANTIC AMERICAN CORP

Regulatory Filings May 8, 2013

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8-K 1 form8k_05072013.htm CURRENT REPORT form8k_05072013.htm Licensed to: atla2010 Document Created using EDGARizer 2020 5.4.4.0 Copyright 1995 - 2013 Thomson Reuters. All rights reserved.

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)
ATLANTIC AMERICAN CORPORATION
(Exact name of registrant as specified in its charter)
Georgia 0-3722 58-1027114
(State or other jurisdiction of incorporation) (Commission File Number) (IRS employer Identification No.)
4370 Peachtree Road, N.E., Atlanta, Georgia 30319
(Address of principal executive offices) (Zip Code)
Registrant’s telephone number, including area code (404) 266-5500
N/A
(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))

Section 5 – Corporate Governance and Management

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

The Annual Meeting of Shareholders of Atlantic American Corporation (the “Company”) was held on Tuesday, May 7, 2013, at which the following matters were submitted to a vote of the shareholders, with voting results as set forth below:

(a) A vote regarding the election of eight (8) directors of the Company to serve until the next annual meeting of shareholders and until their respective successors are duly elected and qualified:
Shares Voted
For Withheld Not Voted
Hilton H. Howell, Jr. 17,513,609 787,768 1,817,389
Edward E. Elson 18,273,150 28,227 1,817,389
Robin R. Howell 17,511,000 790,377 1,817,389
Samuel E. Hudgins 17,565,991 735,386 1,817,389
Harriett J. Robinson 17,510,610 790,767 1,817,389
Scott G. Thompson 17,510,768 790,609 1,817,389
William H. Whaley, M.D. 17,477,405 823,972 1,817,389
Dom H. Wyant 18,273,450 27,927 1,817,389
(b) A vote regarding ratification of the appointment of BDO USA, LLP as the Company’s independent registered public accounting firm for the 2013 fiscal year:
Shares Voted
For Against Abstain
20,052,884 15,998 49,884
(c) An advisory vote regarding the compensation of the Company’s named executive officers:
Shares Voted
For Against Abstain Not Voted
16,976,632 1,274,766 49,979 1,817,389
(d) An advisory vote regarding the frequency of the advisory vote on executive compensation:
Shares Voted For
Three Years Two Years One Year Abstain Not Voted
16,733,295 30,140 1,331,176 206,766 1,817,389

In accordance with the previous recommendation of the board of directors of the Company and the voting results on this advisory proposal, the Company has determined to hold an advisory stockholder vote regarding the compensation of the Company’s executive officers every three years.

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 hereunto duly authorized.

ATLANTIC AMERICAN CORPORATION

By: /s/ John G. Sample, Jr.

John G. Sample, Jr.

Senior Vice President, Chief Financial Officer and Secretary

Date: May 8, 2013

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