FALSE0001095073 0001095073 2022-05-10 2022-05-10

 

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)

May 10, 2022

 

 

Everest Re Group, Ltd.

 

(Exact name of registrant as specified in its charter)

Bermuda

1-15731

98-0365432

 

 

 

(State or other jurisdiction

(Commission

(IRS Employer

of incorporation)

File Number)

Identification No.)

 

 

 

Seon Place – 4th Floor

141 Front Street

PO Box HM 845

HamiltonHM 19, Bermuda

Not Applicable

 

 

 

(Address of principal executive offices)

(Zip Code)

Registrant’s telephone number, including area code 441-295-0006

 

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))

 

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

 

Class

 

Trading Symbol(s)

 

Name of Exchange where registered

Common Shares, $0.01 par value

 

RE

 

New York 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 12(a) of the Exchange Act.

 


 

ITEM 5.07

SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

 

 

 

The Annual General Meeting of Shareholders of the registrant was held on May 10, 2022.

 

 

 

The shareholders elected Director nominees John J. Amore, Juan C. Andrade, William F. Galtney, Jr., John A. Graf, Meryl Hartzband, Gerri Losquadro, Roger M. Singer, Joseph V. Taranto and John A. Weber; appointed PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2022; and approved, by non-binding advisory vote, the 2021 compensation paid to the Company’s Named Executive Officers.

 

The votes cast with respect to each such matter are as follows:

 

Total Shares Represented at the Meeting in Person or Proxy 40,679,739

 

Election of directors each to serve a one-year period to expire at the 2022 Annual General Meeting of Shareholders

 

 

 

VOTES FOR

AGAINST

ABSTAIN

NON-VOTES

UNCAST

Election of directors to serve a one-year period to expire at the end of the 2023 Annual General Meeting of Shareholders

 

 

 

 

 

 

 

 

 

 

 

 

 

John J. Amore

 

36,374,547

3,056,912

8,138

1,240,142

-

Juan C. Andrade

 

38,750,628

681,407

7,562

1,240,142

-

William F. Galtney Jr.

 

35,631,638

3,609,516

198,443

1,240,142

-

John A. Graf

 

38,259,552

1,172,243

7,802

1,240,142

-

Meryl Hartzband

 

38,562,616

869,036

7,945

1,240,142

-

Gerri Losquadro

 

38,529,970

901,795

7,832

1,240,142

-

Roger M. Singer

 

37,611,502

1,819,985

8,110

1,240,142

-

Joseph V. Taranto

 

37,858,032

1,573,749

7,816

1,240,142

-

John A. Weber

 

37,045,141

2,385,354

9,102

1,240,142

-

 

 

 

 

 

 

 

Appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2022

 

38,694,983

1,978,857

5,899

-

-

 

 

 

 

 

 

 

Approval, by non-binding advisory vote, of the 2021 compensation paid to the Company’s Named Executive Officers

 

36,953,414

2,471,898

14,285

1,240,142

-

 


 

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.

 

 

 

 

EVEREST RE GROUP, LTD.

 

 

 

 

 

 

 

 

 

 

 

 

 

By:

/S/ ROBERT J. FREILING

 

 

Robert J. Freiling

 

 

Senior Vice President and

Chief Accounting Officer

 

 

 

 

 

Dated: May 13, 2022