Business Context and Reporting Period
This Form 8-K reports on the Annual Meeting of Stockholders held by Heritage Insurance Holdings, Inc. on June 13, 2016. The filing details the voting results for the election of directors and the ratification of the independent registered public accounting firm.
Key Financial Metrics
The filing text does not provide a clear value for revenue, profit, cash flow, margins, debt, or liquidity. This report focuses exclusively on corporate governance voting outcomes.
Material Changes
No material financial changes are reported in this document. The primary events are the successful election of the Board of Directors and the ratification of the external auditor.
Guidance, Outlook, and Voting Results
Proposal No. 1: Election of Directors
The following nominees were elected to the Board of Directors for a one-year term expiring in 2017. All nominees received a majority of votes cast "For" relative to "Withheld" votes, except for Nicholas Pappas, who received more "Withheld" votes than "For" votes.
| Director Nominee | For Votes | Withheld Votes | Broker Non-Votes |
|---|---|---|---|
| Bruce Lucas | 16,445,578 | 1,839,140 | 9,800,898 |
| Richard Widdicombe | 16,283,347 | 2,001,371 | 9,800,898 |
| Panagiotis (Pete) Apostolou | 14,979,578 | 3,305,140 | 9,800,898 |
| Irini Barlas | 9,293,122 | 8,991,596 | 9,800,898 |
| Trifon Houvardas | 16,716,166 | 1,568,552 | 9,800,898 |
| James Masiello | 9,203,087 | 9,081,631 | 9,800,898 |
| Nicholas Pappas | 7,830,568 | 10,454,150 | 9,800,898 |
| Joseph Vattamattam | 16,613,721 | 1,670,997 | 9,800,898 |
| Vijay Walvekar | 16,614,580 | 1,670,138 | 9,800,898 |
Proposal No. 2: Ratification of Auditor
Shareholders approved the appointment of Grant Thornton LLP as the independent registered public accounting firm for the fiscal year ending December 31, 2016.
- For: 27,881,299
- Against: 120,043
- Abstain: 84,274
Investor Verification Checklist
- Verify the final composition of the Board of Directors, noting that Nicholas Pappas received more withheld votes than affirmative votes.
- Confirm the appointment of Grant Thornton LLP as the independent auditor for the 2016 fiscal year.
- Review the company's proxy statement for the rationale behind the voting results, particularly for directors with significant withheld votes.