UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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of the Securities Exchange Act of 1934
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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).
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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. ☐
Securities registered pursuant to Section 12(b) of the Act:
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| Item 5.07 | Submission of Matters to a Vote of Security Holders |
Heritage Insurance Holdings, Inc. (the “Company”) held its Annual Meeting of Stockholders (the “Annual Meeting”) on May 25, 2021. The matters that were voted on at the Annual Meeting and the final voting results as to each such matter are set forth below.
Proposal No. 1: Election of Directors
The following nominees were elected to the Board of Directors to serve until the 2021 Annual Meeting, as follows:
| FOR | WITHHELD | BROKER VOTES |
||||||||||
| Ernie Garateix |
19,143,152 | 1,027,092 | 4,684,285 | |||||||||
| Richard Widdicombe |
18,573,987 | 1,596,257 | 4,684,285 | |||||||||
| Panagiotis (Pete) Apostolou |
18,518,484 | 1,651,760 | 4,684,285 | |||||||||
| Irini Barlas |
19,534,581 | 635,663 | 4,684,285 | |||||||||
| Mark Berset |
17,066,376 | 3,103,868 | 4,684,285 | |||||||||
| Steven Martindale |
18,795,378 | 1,374,866 | 4,684,285 | |||||||||
| Nicholas Pappas |
17,343,489 | 2,826,755 | 4,684,285 | |||||||||
| Joseph Vattamattam |
19,741,796 | 428,448 | 4,684,285 | |||||||||
| Vijay Walvekar |
17,825,002 | 2,345,242 | 4,684,285 | |||||||||
Proposal No. 2: Ratification of Appointment of Plante & Moran, PLLC to Serve as Independent Registered Public Accounting Firm
The ratification of Plante & Moran, PLLC to serve as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2021 was approved as follows:
| FOR |
AGAINST |
ABSTAIN | ||
| 24,770,187 |
22,566 |
61,776 |
Proposal No. 3: Approval, on an Advisory Basis, of the Compensation of the Company’s Named Executive Officers
The results of the vote to approve, on an advisory basis, the compensation of the Company’s named executive officers was as follows:
| FOR |
AGAINST |
ABSTAIN |
BROKER NON- VOTES | |||
| 15,995,720 |
3,444,819 | 729,706 | 4,684,285 |
SIGNATURES
Pursuant to the requirements of the Exchange Act, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| HERITAGE INSURANCE HOLDINGS, INC. | ||||||
| Date: June 1, 2021 | By: | /s/ Ernie Garateix | ||||
| Ernie Garateix | ||||||
| Chief Executive Officer | ||||||