--- schema_version: "secwatch.filing_event.v1" accession: "0001104659-24-052593" form_type: "8-K" ticker: "AMP" cik: "0000820027" company_name: "AMERIPRISE FINANCIAL INC" filed_at: "2024-04-26T23:59:59+00:00" generated_at: "2026-06-03T06:58:30.085951+00:00" event_type: "other_material" sentiment: "neutral" materiality_score: 0.3 calibrated_materiality_score: 0.3 confidence: "high" source: SEC EDGAR --- # Ameriprise shareholders approve officer exculpation charter amendment, elect directors ## Summary - Charter amendment to exculpate officers as permitted by Delaware law effective April 25, 2024. - Approved with 68,076,791 votes for (82.0% of votes cast), 13,817,011 against. - All eight director nominees elected; Amy DiGeso received 68.4M votes for, highest opposition at 13.3M against. - Advisory say-on-pay approved with 72,562,139 votes for (88.4% of votes cast). - Ratification of PwC as auditor for 2024 passed with 86,562,334 votes for (98.4% of votes cast). ## SEC filing metadata - accession: 0001104659-24-052593 - form_type: 8-K - ticker: AMP - cik: 0000820027 - company_name: AMERIPRISE FINANCIAL INC - filed_at: 2024-04-26T23:59:59+00:00 - event_type: other_material - sentiment: neutral - materiality_score: 0.3 - calibrated_materiality_score: 0.3 - confidence: high - sec_items: 5.03, 5.07, 9.01 - EDGAR index: https://www.sec.gov/Archives/edgar/data/820027/000110465924052593/0001104659-24-052593-index.htm - EDGAR primary document: https://www.sec.gov/Archives/edgar/data/820027/000110465924052593/tm2412755d1_8k.htm ## Machine-readable alternates - HTML: https://secwatch.observer/filing/0001104659-24-052593 - JSON: https://secwatch.observer/filing/0001104659-24-052593.json - Plain text: https://secwatch.observer/filing/0001104659-24-052593.txt ## Key facts - Governance Changes AMERIPRISE FINANCIAL INC: Approved and filed amendment to the Amended and Restated Certificate of Incorporation to permit exculpation of corporate officers, as permitted by Delaware law (effective 2024-04-25). - Change: charter amendment - Effective: 2024-04-25 source text: the Company’s shareholders approved an amendment to the Company’s Amended and Restated Certificate of Incorporation, as amended (the “Charter”) to permit exculpation of the Company’s corporate officers, subject to limitations, as permitted by a recent amendment to the Delaware General Corporation law (the “Charter Amendment”). The Board of Directors of the Company previously approved the Charter Amendment, subject to shareholder approval at the 2024 annual meeting. On April 25, 2024, the Company filed the Charter Amendment with the Delaware Secretary of State, which became effective upon filing. evidence_url: https://www.sec.gov/Archives/edgar/data/820027/000110465924052593/0001104659-24-052593-index.htm - Shareholder Votes AMERIPRISE FINANCIAL INC shareholders approved Nonbinding Advisory Vote to Approve the Compensation of Named Executive Officers at the 2024-04-24 meeting. - Proposal: say on pay - Outcome: passed - Meeting: 2024-04-24 source text: Item 3 – Nonbinding Advisory Vote to Approve the Compensation of Named Executive Officers . The shareholders approved, on an advisory basis, the compensation of its named executive officers. evidence_url: https://www.sec.gov/Archives/edgar/data/820027/000110465924052593/0001104659-24-052593-index.htm - Shareholder Votes AMERIPRISE FINANCIAL INC shareholders approved Ratification of Audit Committee's Selection of the Company's Independent Registered Public Accounting Firm for 2024 at the 2024-04-24 meeting. - Proposal: auditor ratification - Outcome: passed - Meeting: 2024-04-24 source text: Item 4 – Ratification of Audit Committee’s Selection of the Company’s Independent Registered Public Accounting Firm for 2024 . The shareholders ratified the selection of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for 2024. evidence_url: https://www.sec.gov/Archives/edgar/data/820027/000110465924052593/0001104659-24-052593-index.htm - Shareholder Votes AMERIPRISE FINANCIAL INC shareholders approved Approve the Amendment of the Company's Amended and Restated Certificate of Incorporation to Allow for Exculpation of Officers as Permitted by Delaware law at the 2024-04-24 meeting. - Proposal: charter amendment - Outcome: passed - Meeting: 2024-04-24 source text: Item 2 – Approve the Amendment of the Company’s Amended and Restated Certificate of Incorporation to Allow for Exculpation of Officers as Permitted by Delaware law. The shareholders approved the amendment to the Amended and Restated Certificate of Incorporate as permitted by Delaware law. evidence_url: https://www.sec.gov/Archives/edgar/data/820027/000110465924052593/0001104659-24-052593-index.htm - Shareholder Votes AMERIPRISE FINANCIAL INC shareholders approved Election of the Eight Director Nominees Named Below at the 2024-04-24 meeting. - Proposal: director election - Outcome: passed - Meeting: 2024-04-24 source text: Item 1 – Election of the Eight Director Nominees Named Below . The shareholders elected each director nominee for a term of one year to expire at the 2025 annual meeting of shareholders or until their successors are elected and qualified. evidence_url: https://www.sec.gov/Archives/edgar/data/820027/000110465924052593/0001104659-24-052593-index.htm This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.