White Mountains Insurance : Form 8 K Report of Material or Corporate Event
May 27, 2024 at 06:15 pm IST
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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
May 23, 2024
Date of Report (Date of earliest event reported)
WHITE MOUNTAINS INSURANCE GROUP, LTD.
(Exact name of registrant as specified in its charter)
Bermuda
1-8993
94-2708455
(State or other jurisdiction of
(Commission file number)
(I.R.S. Employer Identification No.)
incorporation or organization)
23 South Main Street, Suite 3B, Hanover, New Hampshire 03755
(Address of principal executive offices)
(603) 640-2200
(Registrant's telephone number, including area code)
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-commencementcommunications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
Pre-commencementcommunications 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 Act:
Title of each class
Trading Symbol(s)
Name of each exchange on which registered
Common Shares, par value $1.00 per share
WTM
New York Stock Exchange
WTM.BH
Bermuda Stock Exchange
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.
o
ITEM 5.07 Submission of Matters to a Vote of Security Holders.
The Company held its 2024 Annual General Meeting of Members (the "2024 Annual Meeting") on May 23, 2024 in Hamilton, Bermuda.
As of April 1, 2024, the record date for the 2024 Annual Meeting, a total of 2,565,733 common shares were outstanding and eligible to vote. The results are presented below.
Proposal 1 - Election of the Company's Directors.
Election Class I Director to a term ending in 2025:
Broker
Nominee:
Votes FOR
Votes Against
Abstained
Non-votes
Reid T. Campbell
2,063,015
52,793
1,342
275,329
Election Class III Directors to a term ending in 2027:
Broker
Nominee:
Votes FOR
Votes Against
Abstained
Non-votes
Margaret Dillon
1,973,283
142,616
1,251
275,329
Philip A. Gelston
1,872,888
242,922
1,340
275,329
David A. Tanner
2,058,070
57,780
1,300
275,329
Proposal 2 - Approval of the advisory resolution on executive compensation.
Broker
Votes FOR
Votes Against
Abstained
Non-votes
1,981,167 (94%)
129,364
6,619
275,329
Proposal 3 - Approval of the appointment of PricewaterhouseCoopers LLP ("PwC") as the Company's Independent Registered Public Accounting Firm for 2024.
Votes FOR
Votes Against
Abstained
2,313,759
76,763
1,957
2
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 thereunto duly authorized.
WHITE MOUNTAINS INSURANCE GROUP, LTD.
May 23, 2024
By:
/s/ MICHAELA J. HILDRETH
Michaela J. Hildreth
Managing Director and
Chief Accounting Officer
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White Mountains Insurance Group Ltd. published this content on
27 May 2024 and is solely responsible for the information contained therein. Distributed by
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White Mountains Insurance Group, Ltd. is a financial services holding company. The Company operates through four segments: Ark/WM Outrigger, HG Global/BAM, Kudu and Bamboo. The Ark/WM Outrigger segment is engaged in specialty property and casualty insurance and reinsurance business that offers a range of niche insurance and reinsurance products, including property, specialty, marine and energy, accident and health, and casualty. The HG Global/BAM segment is engaged in the mutual municipal bond insurance business in the United States. The Kudu segment provides capital solutions for boutique asset and wealth managers for a variety of purposes including generational ownership transfers, management buyouts, acquisition and growth finance and legacy partner liquidity. The Bamboo segment includes capital-light, tech- and data-enabled insurance distribution platform, which provides homeowners' insurance and related products to the residential property market in California.