8-K
filed May 31, 2023, 7:59 PM ET
ticker ORI
CIK 0000074260
other
confidence high
sentiment neutral
materiality 0.15
Old Republic shareholders approve officer liability limit, elect directors at annual meeting
OLD REPUBLIC INTERNATIONAL CORP
- All four director nominees elected: Adachi, Kovaleski, Smiddy, Taubitz (227M-233M votes for each).
- KPMG ratified as auditor for 2023 with 265M for, 1.3M against.
- Advisory vote on executive compensation approved: 225M for, 11.3M against.
- Amendment limiting officer liability under Delaware law approved: 192M for, 44M against.
- Advisory vote on frequency of executive compensation: majority favored 1-year (226M votes).
Key facts
Extracted from this filing and checked against the source text.
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.9
OLD REPUBLIC INTERNATIONAL CORP shareholders approved To Elect Four Directors at the 2023-05-25 meeting.
- Proposal
- director election
- Outcome
- passed
- Meeting
- 2023-05-25
Exact text from the filing
Proposal #1 – To Elect Four Directors: ORI’s shareholders elected the following persons: Nominee For Withheld Broker Non-Votes Barbara A. Adachi 227,109,709 10,028,702 29,076,732 Charles J. Kovaleski 209,565,844 27,572,567 29,076,732 Craig R. Smiddy 233,426,403 3,712,008 29,076,732 Fredricka Taubitz 228,874,351 8,264,060 29,076,732
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.9
OLD REPUBLIC INTERNATIONAL CORP shareholders approved Advisory Vote to Approve Executive Compensation at the 2023-05-25 meeting.
- Proposal
- say on pay
- Outcome
- passed
- Meeting
- 2023-05-25
Exact text from the filing
Proposal #3 – An Advisory Vote to Approve Executive Compensation: ORI’s shareholders voted to approve this proposal as follows: For Against Abstain Broker Non-Votes Shares Voted 224,908,075 11,343,245 887,091 29,076,732
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.9
OLD REPUBLIC INTERNATIONAL CORP shareholders approved Advisory Vote on the Frequency of Voting on Executive Compensation at the 2023-05-25 meeting.
- Proposal
- say on pay frequency
- Outcome
- passed
- Meeting
- 2023-05-25
Exact text from the filing
Proposal #5 – An Advisory Vote on the Frequency of Voting on Executive Compensation: ORI’s shareholders voted on this proposal as follows and a majority voted for a one year frequency: 1 Year 2 Years 3 Years Abstain Broker Non-Votes Shares Voted 225,558,787 1,227,722 9,797,324 554,578 29,076,732
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.9
OLD REPUBLIC INTERNATIONAL CORP shareholders approved Amend and Restate Certificate of Incorporation to limit liability of Officers as permitted by Delaware law at the 2023-05-25 meeting.
- Proposal
- charter amendment
- Outcome
- passed
- Meeting
- 2023-05-25
Exact text from the filing
Proposal #4 – To Amend and Restate ORI’s Certificate of Incorporation to limit the liability of Officers as permitted by Delaware law: ORI’s shareholders voted to approve this proposal as follows: For Against Abstain Broker Non-Votes Shares Voted 191,996,531 44,403,325 738,555 29,076,732
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.9
OLD REPUBLIC INTERNATIONAL CORP shareholders approved Ratification of KPMG LLP as independent registered public accounting firm for 2023 at the 2023-05-25 meeting.
- Proposal
- auditor ratification
- Outcome
- passed
- Meeting
- 2023-05-25
Exact text from the filing
Proposal #2 – To Ratify KPMG LLP as ORI’S independent registered public accounting firm for 2023: ORI’s shareholders voted to approve this proposal as follows: For Against Abstain Broker Non-Votes Shares Voted 264,565,602 1,282,326 367,215 0
View on SEC.gov
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