8-K 1 form8k.htm CURRENT REPORT form8k.htm


 
 
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 24, 2012 (May 23, 2012)
______________
NATIONAL FINANCIAL PARTNERS CORP.
(Exact name of registrant as specified in its charter)
______________


Delaware
001-31781
13-4029115
(State or other jurisdiction of incorporation)
(Commission File Number)
(I.R.S. Employer Identification No.)
 
340 Madison Avenue, 20th Floor
 New York, New York
 
 
10173
(Address of principal executive offices)
 
(Zip Code)
 
(212) 301-4000
(Registrant’s 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.

 
On May 23, 2012, National Financial Partners Corp. (the “Company”) held its 2012 Annual Meeting of Stockholders.  The Company’s stockholders voted on the following matters: (1) the election of eight directors to the Company’s Board of Directors, (2) an advisory vote on executive compensation and (3) the ratification of the Company’s appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for the fiscal year ended December 31, 2012.
 
Each matter was described in detail in the Company’s Definitive Proxy Statement, filed with the Securities and Exchange Commission on April 9, 2012. The results of the stockholders’ votes are reported below.
 
Proposal I: Election of Directors

Nominee
For
Against
Abstain
Broker Non-Vote
         
Jessica M. Bibliowicz
29,795,053
1,247,260
926
5,819,077
Stephanie W. Abramson
30,177,120
854,943
11,176
5,819,077
Patrick S. Baird
30,786,721
245,342
11,176
5,819,077
R. Bruce Callahan
30,560,910
455,054
27,275
5,819,077
John A. Elliott
30,786,430
245,253
11,556
5,819,077
J. Barry Griswell
30,423,784
603,411
16,044
5,819,077
Marshall A. Heinberg
30,785,630
246,053
11,556
5,819,077
Kenneth C. Mlekush
30,323,078
709,539
10,622
5,819,077
 
Proposal II: Advisory Vote on Executive Compensation

For
Against
Abstain
Broker Non-Vote
29,663,756
1,368,687
10,796
5,819,077

Proposal III: Ratification of Appointment of Independent Registered Public Accounting Firm

For
Against
Abstain
Broker Non-Vote
36,442,349
298,060
121,907
0

 
Item 7.01                      Regulation FD Disclosure.

On May 24, 2012, the Company issued a press release announcing the results of its 2012 Annual Meeting of Stockholders.  A copy of the press release is filed as Exhibit 99.1 hereto and incorporated herein by reference.

Item 9.01                      Financial Statements and Exhibits.

(d) Exhibits

Exhibit
Number
 
Description
 
99.1
 
Press Release, dated May 24, 2012

 
 
 
 

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.

   
National Financial Partners Corp.
Date: May 24, 2012
   
By:
 
/s/ Donna J. Blank
 
     
Name:
 
Donna J. Blank
Title:
 
Executive Vice President and Chief Financial Officer
     

 
 
 
 

 

EXHIBIT INDEX


Exhibit
Number
 
Description
 
99.1
 
Press Release, dated May 24, 2012