UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

 

FORM 8-K

 

CURRENT REPORT PURSUANT
TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934

 

Date of report (Date of earliest event reported):  June 16, 2014

 

Affiliated Managers Group, Inc.

(Exact Name of Registrant as Specified in Its Charter)

 

Delaware

(State or Other Jurisdiction of Incorporation)

 

001-13459

 

04-3218510

(Commission File Number)

 

(IRS Employer Identification No.)

 

600 Hale Street

P.O. Box 1000
Prides Crossing, Massachusetts

 

01965

(Address of Principal Executive Offices)

 

(Zip Code)

 

(617) 747-3300

(Registrant’s Telephone Number, Including Area Code)

 

N/A

(Former Name or Former Address, if Changed Since Last Report)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

 

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

 



 

ITEM 5.07  Submission of Matters to a Vote of Security Holders.

 

The Annual Meeting of Stockholders of Affiliated Managers Group, Inc. (the “Company”) was held on June 16, 2014.  At that meeting, the stockholders considered and acted upon the following proposals:

 

1.  The Election of Directors.  The stockholders elected the following individuals to serve as directors until the 2015 Annual Meeting of Stockholders and until their respective successors are duly elected and qualified.  Each nominee was approved by the stockholders by the affirmative vote of at least 97% of the votes cast.  The table below sets forth the voting results for each director:

 

 

 

Votes For

 

Votes Against

 

Abstentions

 

Samuel T. Byrne

 

47,060,367

 

444,143

 

52,867

 

Dwight D. Churchill

 

47,151,931

 

352,434

 

53,012

 

Niall Ferguson

 

47,484,549

 

19,560

 

53,268

 

Sean M. Healey

 

46,297,977

 

1,114,532

 

144,868

 

Harold J. Meyerman

 

46,384,554

 

1,119,930

 

52,893

 

William J. Nutt

 

47,074,372

 

429,977

 

53,028

 

Tracy P. Palandjian

 

47,059,858

 

445,174

 

52,345

 

Rita M. Rodriguez

 

46,633,331

 

871,918

 

52,128

 

Patrick T. Ryan

 

47,058,127

 

446,358

 

52,892

 

Jide J. Zeitlin

 

47,060,182

 

444,292

 

52,903

 

 

2.   Non-Binding Advisory Vote on Executive Compensation.  The stockholders voted to approve, by a non-binding advisory vote, the compensation of the Company’s named executive officers by the affirmative vote of approximately 88% of the votes cast.  The table below sets forth the voting results:

 

Votes For

 

Votes Against

 

Abstentions

 

41,437,288

 

5,828,467

 

291,622

 

 

3.  The Ratification of the Selection of PricewaterhouseCoopers LLP as the Company’s Independent Registered Public Accounting Firm for the Current Fiscal Year.  The stockholders voted to ratify the selection of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for the current fiscal year.  The proposal was approved by the stockholders by the affirmative vote of approximately 96% of the votes cast.  The table below sets forth the voting results:

 

Votes For

 

Votes Against

 

Abstentions

 

49,169,477

 

1,847,650

 

59,240

 

 

In addition, in the case of proposals one and two, the number of broker non-votes was 3,518,990. There were no broker non-votes on proposal three.

 

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SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

 

AFFILIATED MANAGERS GROUP, INC.

 

 

 

 

 

 

  Date: June 19, 2014

 

 

 

By:

/s/ John Kingston, III

 

 

Name:

John Kingston, III

 

 

Title:

Vice Chairman, General

Counsel and Secretary

 

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