UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 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 3, 2020

 

 

AmerInst Insurance Group, Ltd.

(Exact name of registrant as specified in its charter)

 

 

 

Bermuda   000-28249   98-0207447

(State or Other Jurisdiction

of Incorporation)

 

(Commission

File Number)

 

(I.R.S. Employer

Identification No.)

c/o Citadel Management Bermuda Limited

25 Church Street, Continental Building

P.O. Box HM 1601, Hamilton, Bermuda HMGX

(Address of Principal Executive Office) (Zip Code)

(441) 295-6015

(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:

 

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))

Securities registered pursuant to Section 12(b) of the Exchange Act:

 

Title of each class

 

Trading Symbol(s)

 

Name of each exchange on which registered

N/A   N/A   N/A

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 this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company  ☐

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.  ☐

 

 

 


AMERINST INSURANCE GROUP, LTD.

FORM 8-K

CURRENT REPORT

 

Item 5.07

Submission of Matters to a Vote of Security Holders.

The annual general meeting (the “Annual Meeting”) of Amerinst Insurance Group Ltd. (the “Registrant”) was held on June 3, 2020. Proxies for the Annual Meeting were solicited pursuant to Regulation 14A of the Securities Exchange Act of 1934. There were no solicitations in opposition to management’s solicitations. As of the record date for the Annual Meeting, there were 995,253 shares outstanding and entitled to vote on each of the proposals considered at the Annual Meeting. The following summarizes all matters voted on by the Registrant’s shareholders at the Annual Meeting:

 

  1.

To consider and act upon the nomination of each of Irvin F. Diamond, Jeffry I. Gillman, and David R. Klunk for election as a director with a three-year term;

 

  2.

To ratify the appointment of Deloitte Ltd. as the Registrant’s independent auditor for fiscal year 2020.

The following is a summary of the voting results for each matter presented to the Registrant’s shareholders at the Annual Meeting:

Election of Directors

 

Name

   Votes For    Votes Withheld    Broker Non-Votes

Irvin F. Diamond

   555,770    7,262   

Jeffry I. Gillman

   555,570    7,462   

David R. Klunk

   556,872    6,160   

Ratification of the Appointment of Deloitte Ltd.

 

Votes For

  

Votes Against

  

Votes Abstained

551,034    8,335    3,663


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.

 

AMERINST INSURANCE GROUP, LTD.
By:  

/s/ Irvin F. Diamond

 

Irvin F. Diamond

Chairman of the Board

Date: June 9, 2020