Business Context and Reporting Period
This Form 8-K filing by Greenlight Capital Re, Ltd. reports on the results of the Annual General Meeting of Shareholders held on July 25, 2024. The filing details the outcomes of shareholder votes regarding director elections, auditor ratification, and executive compensation.
Key Financial Metrics
The filing text does not provide specific financial metrics such as revenue, profit, cash flow, margins, debt, or liquidity. This report focuses exclusively on corporate governance voting results.
Material Changes and Voting Results
The following matters were submitted to a vote of security holders:
- Director Elections: All ten nominees were elected to serve until the 2025 Annual Meeting. Notable vote counts included:
- Johnny Ferrari: 22,254,003 For; 354,266 Against.
- Greg Richardson: 21,571,181 For; 1,041,609 Against.
- Victoria Guest: 20,120,796 For; 2,487,473 Against (highest "Against" vote count).
- Auditor Ratification: Shareholders ratified the appointment of Deloitte Ltd. as independent auditors for the fiscal year ending December 31, 2024.
- For: 28,207,464
- Against: 3,271
- Abstain: 5,580
- Executive Compensation (Say-on-Pay): Shareholders approved the non-binding advisory resolution on executive compensation.
- For: 21,713,901
- Against: 630,589
- Abstain: 269,183
Guidance, Outlook, and Risks
The filing text does not contain management commentary, financial guidance, outlook, or specific risk factors. It is a procedural report of shareholder voting outcomes.
Key Facts for Investor Verification
- Verify the full list of elected directors and their tenure terms (until the 2025 Meeting).
- Confirm the ratification of Deloitte Ltd. as the independent auditor for the 2024 fiscal year.
- Note the significant number of "Against" votes for certain directors (e.g., Victoria Guest received over 2.4 million "Against" votes) compared to others.
- Review the definitive proxy statement filed on April 25, 2024, for detailed context on the proposals.