Current Report Filing (8-k)
13 Mai 2022 - 9:40PM
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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
Date
of Report (Date of earliest event reported): May 13, 2022 (May 11, 2022)
AMERICAN INTERNATIONAL GROUP, INC.
(Exact name of registrant as specified in its charter)
Delaware |
|
1-8787 |
|
13-2592361 |
(State
or other jurisdiction
of incorporation) |
|
(Commission File Number) |
|
(IRS
Employer Identification No.) |
1271 Avenue of the Americas
New York, New York 10020
(Address of principal executive offices)
Registrant’s
telephone number, including area code: (212)
770-7000
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:
Title of each class |
Trading Symbol(s) |
Name
of each exchange on which registered |
Common Stock, Par Value $2.50 Per Share |
AIG |
New York Stock Exchange |
5.75% Series A-2 Junior Subordinated Debentures |
AIG 67BP |
New York Stock Exchange |
4.875% Series A-3 Junior Subordinated Debentures |
AIG 67EU |
New York Stock Exchange |
Stock Purchase Rights |
|
New York Stock Exchange |
Depositary Shares Each Representing a 1/1,000th Interest in a Share of Series A 5.85% Non-Cumulative Perpetual Preferred Stock |
AIG PRA |
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 13(a) of the Exchange
Act. ¨
Section 5 – Corporate Governance and Management
Item 5.07. Submission of Matters to a Vote of Security Holders.
On May 11, 2022, American International Group,
Inc. (“AIG”) held its Annual Meeting of Shareholders. The results of the matters submitted to a shareholder vote at the Annual
Meeting were as follows:
Proposal
1 – Election of Directors: Our shareholders elected the following ten directors to serve until the 2023 Annual Meeting
or until a successor is duly elected and qualified. The voting results for each of the nominees were as follows:
|
| For | |
| %1 | |
| Against | |
| Abstain | |
| Broker
Non-
Votes | |
James Cole, Jr. |
| 668,265,931 | |
| 96.89 | |
| 21,383,003 | |
| 211,511 | |
| 30,343,891 | |
W. Don Cornwell |
| 581,103,960 | |
| 85.14 | |
| 101,379,603 | |
| 7,376,882 | |
| 30,343,891 | |
William G. Jurgensen |
| 614,859,776 | |
| 89.15 | |
| 74,790,053 | |
| 210,616 | |
| 30,343,891 | |
Linda A. Mills |
| 669,895,967 | |
| 97.13 | |
| 19,758,085 | |
| 206,393 | |
| 30,343,891 | |
Thomas F. Motamed |
| 680,988,050 | |
| 98.74 | |
| 8,655,716 | |
| 216,679 | |
| 30,343,891 | |
Peter R. Porrino |
| 685,200,408 | |
| 99.35 | |
| 4,447,878 | |
| 212,159 | |
| 30,343,891 | |
John G. Rice |
| 688,325,541 | |
| 99.81 | |
| 1,305,472 | |
| 229,432 | |
| 30,343,891 | |
Douglas M. Steenland |
| 576,402,691 | |
| 83.57 | |
| 113,252,372 | |
| 205,382 | |
| 30,343,891 | |
Therese M. Vaughan |
| 681,633,381 | |
| 98.83 | |
| 8,021,901 | |
| 205,163 | |
| 30,343,891 | |
Peter Zaffino |
| 657,753,981 | |
| 95.51 | |
| 30,895,288 | |
| 1,211,176 | |
| 30,343,891 | |
Proposal
2 – Non-binding Advisory Vote to Approve Executive Compensation: Our shareholders approved the 2021 compensation of
AIG’s named executives. The voting results were as follows:
For | |
%1 | |
Against | |
Abstain | |
Broker
Non-
Votes |
650,402,179 | |
94.36 | |
38,841,530 | |
616,736 | |
30,343,891 |
Proposal
3 – Ratification of the selection of PricewaterhouseCoopers LLP (“PwC”) as AIG’s independent registered public
accounting firm for 2022: Our shareholders ratified the selection of PwC as our independent registered public accounting firm
for 2022. The voting results were as follows:
For | |
%1 | |
Against | |
Abstain | |
Broker
Non-
Votes |
652,749,541 | |
90.66 | |
67,241,561 | |
213,234 | |
0 |
Proposal
4 – Shareholder Proposal to Reduce the Threshold to Call Special Meetings from 25 Percent to 10 Percent: Our shareholders
did not approve this proposal. The voting results were as follows:
For | |
%1 | |
Against | |
Abstain | |
Broker
Non-
Votes |
265,331,710 | |
38.49 | |
423,883,434 | |
645,301 | |
30,343,891 |
1 Votes cast
“For” as a percentage of total votes cast “For” and “Against.”
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.
|
AMERICAN
INTERNATIONAL GROUP, INC.
(Registrant) |
|
|
|
|
|
|
Date: May 13, 2022 |
By: |
/s/ Ariel
R. David |
|
|
Name:
|
Ariel
R. David |
|
|
Title: |
Vice President and
Deputy Corporate Secretary |
American (NYSE:AIG-A)
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