Business Context and Reporting Period
This Form 8-K reports on the 2013 Annual Meeting of Stockholders held by American Capital Agency Corp. on April 30, 2013. The filing date is May 3, 2013. The record date for the meeting was March 8, 2013, with 396,451,470 shares of common stock entitled to vote.
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 and voting results.
Material Changes and Voting Results
Stockholders voted on several proposals at the Annual Meeting. The results for the completed votes are as follows:
- Election of Directors: All nine (9) director nominees were elected. Voting totals ranged from approximately 152.9 million to 168.7 million votes "For" each nominee.
- Ratification of Auditors: Stockholders ratified the appointment of Ernst & Young LLP as the independent public accountant for the year ending December 31, 2013, with 324,333,332 votes "For."
- Adjournment of Proposal 2: The vote on Proposal 2, an amendment to increase authorized preferred stock from 10,000,000 to 20,000,000 shares, was adjourned to May 30, 2013, to allow additional time for stockholders to vote. Final results for this proposal are not yet available.
Guidance, Outlook, and Risks
The filing text does not provide a clear value for guidance, outlook, management commentary, risks, contingencies, or unusual items. The document serves solely to disclose the status of the Annual Meeting and voting outcomes.
Important Facts for Investors
- Proposal 2 regarding the increase in authorized preferred stock shares was not finalized at the April 30 meeting and was adjourned to May 30, 2013.
- All nine director nominees received significant majority support, with "For" votes exceeding 152 million for each candidate.
- Ernst & Young LLP was overwhelmingly ratified as the independent auditor.
- This filing will be amended to report the final voting results for Proposal 2 once received.