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 27, 2017 (June 23, 2017)
 
NATIONAL WESTERN LIFE GROUP, INC.
(Exact Name of Registrant as Specified in Charter)
 
Delaware
 
000-55522
 
47-3339380
(State or Other Jurisdiction
of Incorporation)
 
(Commission
File Number)
 
(IRS Employer
Identification No.)
 
850 East Anderson Lane
Austin, Texas
 
78752-1602
(Address of Principal Executive Offices)
 
(Zip Code)
 
Registrant’s telephone number, including area code (512) 836-1010
 
Not Applicable
 (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):
 
[ ]         Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
[ ]            Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
[ ]            Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
[ ]          Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of the chapter) or Rule 12-b2 of the Securities Exchange Act of 1934 (§240.12b-2 of the chapter).

Emerging growth company o

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o





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

On June 23, 2017, National Western Life Group, Inc. (the "Company") held its Annual Meeting of Stockholders in Galveston, Texas to consider and vote on the matters listed below. These matters are described in detail in the Company’s Definitive Proxy Statement on Schedule 14A originally filed with the Securities and Exchange Commission on April 28, 2017. There were 3,436,166 shares of Class A common stock entitled to vote at the meeting and a total of 3,232,509 shares, or 94.1%, were present or represented by proxy at the meeting. In addition, there were 200,000 shares of Class B common stock entitled to vote at the meeting of which 100.0% of the shares were present or represented by proxy. Set forth below are the voting results for each proposal submitted to a vote of stockholders.

Proposal 1. Election of Directors

The Class A and Class B stockholders of the Company elected each of their respective director nominees nominated by the Company’s Board of Directors. The results of the voting were as follows:

Class A Director Nominee
 
For
 
Withheld
 
 
 
 
 
David S. Boone
 
2,774,180

 
67,603

Stephen E. Glasgow
 
2,772,405

 
69,378

E.J. Pederson
 
2,735,723

 
106,060


Class B Director Nominee
 
For
 
Withheld
 
 
 
 
 
Ross R. Moody
 
200,000

 
-
Ann M. Moody
 
200,000

 
-
Charles D. Milos
 
200,000

 
-
Frances A. Moody-Dahlberg
 
200,000

 
-
E. Douglas McLeod
 
200,000

 
-
Louis E. Pauls, Jr.
 
200,000

 
-

There were 390,726 broker non-votes for each Class A director nominee and none for each Class B director nominee. The individuals shown above were elected to serve as a director until the Company’s 2018 Annual Meeting of Stockholders or until their respective successors are duly elected and qualified.

Proposal 2. Ratification of Independent Registered Public Accounting Firm

The Class A and Class B stockholders of the Company ratified the appointment of BKD, LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2017. The results of the voting were as follows:

For
 
Against
 
Abstain
 
 
 
 
 
3,387,358

 
21,983

 
23,168


Proposal 3. Approval, on an Advisory Basis, of the Compensation of Named Executive Officers

The Class A and Class B stockholders of the Company approved the compensation of named executive officers as set forth in the Company's Definitive Proxy Statement. The results of the voting were as follows:

For
 
Against
 
Abstain
 
 
 
 
 
2,457,409

 
570,553

 
13,821







Proposal 4. Approval, on an Advisory Basis, on Frequency of Future Advisory Voting on Executive Compensation

The Class A and Class B stockholders of the Company approved, on a non-binding advisory basis, the proposal to hold future advisory votes to approve the compensation of the Company's named executive officers every three years. The results of the voting were as follows:

3 Years
 
2 Years
 
1 Year
 
Abstain
 
 
 
 
 
 
 
1,928,823

 
2,897

 
1,096,596

 
13,467




SIGNATURE
 
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.
 
 
NATIONAL WESTERN LIFE GROUP, INC.
 
Date: June 27, 2017
/S/Brian M. Pribyl
 
Brian M. Pribyl
 
Senior Vice President,
 
Chief Financial Officer
 
and Treasurer