form8-k.htm




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 1, 2015
Date of Report (Date of earliest event reported)
 
STEWART INFORMATION SERVICES CORPORATION
_____________________________________________________________________________________________
(Exact name of registrant as specified in its charter)

Delaware
001-02658
74-1677330
(State or other jurisdiction
(Commission
(IRS Employer
of incorporation)
File Number)
Identification No.)

1980 Post Oak Blvd.
Houston, Texas
77056
(Address of principal executive offices)
(Zip Code)

Registrant’s telephone number, including area code:  713-625-8100

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))
 




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

On May 1, 2015, Stewart Information Services Corporation (the “Company”) held its 2015 Annual Meeting of Stockholders (the “Annual Meeting”).  At the Annual Meeting, 22,423,415 shares of the Company’s common stock were present in person or by proxy and 1,050,012 shares of the Company’s Class B common stock were present in person or by proxy.  The stockholders voted on four proposals and cast their votes as described below.

Proposal No. 1

The Company’s common stockholders elected five of the Company’s nine directors and the Company’s Class B stockholders elected the remaining four of the Company’s nine directors, as set forth below:

 
For
 
Withheld
 
Broker Non-Votes
Election of Directors by Common Stockholders
         
Arnaud Ajdler
20,956,228
 
471,239
 
995,948
Glenn C. Christenson
21,243,054
 
184,413
 
995,948
Robert L. Clarke
19,325,429
 
2,102,038
 
995,948
Laurie C. Moore, aka Laurie Moore-Moore
19,242,258
 
2,185,209
 
995,948
James Chadwick
21,000,542
 
426,925
 
995,948
           
Election of Directors by Class B Common Stockholders
         
Thomas G. Apel
1,050,012
 
0
 
0
Frank Keating
1,050,012
 
0
 
0
Malcom S. Morris
1,050,012
 
0
 
0
Stewart Morris, Jr.
1,050,012
 
0
 
0

Proposal No. 2

The Company’s stockholders cast their votes in favor of the advisory resolution regarding the compensation of the Company’s named executive officers as set forth below:

For
 
Against
 
Abstentions
 
Broker Non-Votes
22,064,988
 
379,640
 
32,851
 
995,948

Proposal No. 3

The Company’s stockholders ratified the appointment of KPMG LLP as the Company’s independent auditors for 2015 as set forth below:

For
 
Against
 
Abstentions
23,271,102
 
132,231
 
70,094
 
Proposal No. 4

The Company’s stockholders cast their votes in favor of the advisory resolution regarding the conversion of the Class B Stock into Common Stock as set forth below:

For
 
Against
 
Abstentions
 
Broker Non-Votes
20,527,469
 
1,416,753
 
533,257
 
995,948


 
 
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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 thereunto duly authorized.
 
 
STEWART INFORMATION SERVICES CORPORATION
   
   
   
 
 By: /s/ J. Allen Berryman 
 
J. Allen Berryman, Chief Financial Officer,
Secretary, Treasurer and Principal Financial Officer
   
Date:  May 1, 2015
 


 
 
 
 
 
 
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