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1. | To elect | |
2. | To consider and act upon such other business as may properly be brought before the meeting. |
BY ORDER OF THE BOARD OF DIRECTORS | |
UTG, INC. | |
Theodore C. Miller, Secretary |
Title of Class | Name and Address of Beneficial Owner (1) | Amount and Nature of Beneficial Ownership | Percent of Class (2) | ||
Common Stock, | Jess T. Correll | 185,454 | (3) | 4.8% | |
no par value | First Southern Bancorp, Inc. | 1,739,072 | (3)(4) | 45.2% | |
First Southern Funding, LLC | 335,453 | (3)(4) | 8.7% | ||
First Southern Holdings, LLC | 1,483,791 | (3)(4) | 38.6% | ||
First Southern Capital Corp., LLC | 237,333 | (3)(4) | 6.2% | ||
First Southern Investments, LLC | 24,086 | 0.6% | |||
Ward F. Correll | 105,520 | (5) | 2.7% | ||
WCorrell, Limited Partnership | 72,750 | (3) | 1.9% | ||
Cumberland Lake Shell, Inc. | 98,523 | (5) | 2.6% | ||
Total(6) | 2,626,918 | 68.3% |
Title | Amount | Percent | |
of | Name and Address | and Nature of | Of |
Class | of Beneficial Owner (2) | Beneficial Ownership | Class (1) |
Common | Jesse T. Correll | 191,058 | (3) | 5.0% |
Stock, no | First Southern Bancorp, Inc. | 1,606,785 | (3)(4) | 42.0% |
par value | First Southern Funding, LLC | 341,997 | (3)(4) | 8.9% |
First Southern Holdings, LLC | 1,357,716 | (3)(4) | 35.4% | |
Ward F. Correll | 264,498 | (5) | 6.9% | |
WCorrell, Limited Partnership | 72,750 | (3) | 1.9% | |
Cumberland Lake Shell, Inc. | 257,501 | (5) | 6.7% | |
Total (4) | 2,404,338 | 62.8% |
(1) | The percentage of outstanding shares is based on 3,829,074 shares of common stock outstanding as of April 27, 2009. | |
(2) | The address for each of Jesse Correll, First Southern Bancorp, Inc. (“FSBI”), First Southern Funding, LLC (“FSF”), First Southern Holdings, LLC (“FSH”), First Southern Capital Corp., LLC (“FSC”), First Southern Investments, LLC (“FSI”), and WCorrell, Limited Partnership (“WCorrell LP”), is P.O. Box 328, 99 Lancaster Street, Stanford, Kentucky 40484. The address for each of Ward Correll and Cumberland Lake Shell, Inc. (“CLS”) is P.O. Box 430, 150 Railroad Drive, Somerset, Kentucky 42502. | |
(3) | ||
The share ownership of Jesse Correll listed includes | ||
In addition, by virtue of his ownership of voting securities of FSF and FSBI, and in turn, their ownership of 100% of the outstanding membership interests of FSH, Jesse Correll may be deemed to beneficially own the total number of shares of | ||
(4) | ||
The share ownership of FSBI consists of | ||
(5) | ||
Includes 257,501 shares of | ||
(6) | ||
According to the most recent Schedule 13D, as amended, filed jointly by each of the entities and persons listed above, Jesse Correll, FSBI, FSF |
Title of Class | Directors, Named Executive Officers, & All Directors & Executive Officers as a Group | Amount and Nature of Beneficial Ownership | Percent of Class (1) | ||
Common | John S. Albin | 10,503 | (2) | * | |
Stock, no | Randall L. Attkisson | 0 | (3) | * | |
par value | Joseph A. Brinck, II | 7,500 | (6) | * | |
Jesse T. Correll | 2,497,312 | (4) | 64.9% | ||
Ward F. Correll | 105,520 | (5)(6) | 2.7% | ||
Thomas F. Darden | 37,095 | (6) | * | ||
Howard L. Dayton, Jr. | 2,973 | (6) | * | ||
Theodore C. Miller | 10,500 | (6) | * | ||
Peter L. Ochs | 0 | * | |||
William W. Perry | 38,000 | (6) | * | ||
James P. Rousey | 0 | * | |||
All directors and executive officers | |||||
as a group (eleven in number) | 2,709,403 | 70.4% |
Title | Directors, Named Executive | Amount | Percent |
of | Officers, & All Directors & | and Nature of | Of |
Class | Executive Officers as a Group | Ownership | Class (1) |
UTG’s | John S. Albin | 10,503 | (4) | * |
Common | Randall L. Attkisson | 5,615 | (2) | * |
Stock, no | Joseph A. Brinck, II | 7,500 | (6) | * |
par value | Jesse T. Correll | 2,139,840 | (3) | 55.9% |
Ward F. Correll | 264,498 | (5)(6) | 6.9% | |
Thomas F. Darden | 37,095 | (6) | * | |
Howard L. Dayton, Jr. | 2,973 | (6) | * | |
Daryl J. Heald | 21,739 | (7) | ||
Theodore C. Miller | 10,500 | (6) | * | |
Peter L. Ochs | 2,000 | (7) | * | |
William W. Perry | 72,783 | (6) | 1.9% | |
James P. Rousey | 0 | * | ||
All directors and executive officers as a group (twelve in number) | 2,575,046 | 67.2% | ||
(1) | The percentage of outstanding shares for UTG is based on |
(2) | |
Randall L. Attkisson | |
The share ownership of Mr. Correll includes | |
(4) | Includes 392 shares owned directly by Mr. |
(5) | Mr. Correll directly owns 6,997 through the UTG Employee and Director Stock Purchase Plan. Cumberland Lake Shell, Inc. owns |
(6) | Shares subject to UTG Employee and Director Stock Purchase Plan. |
Joseph A. Brinck, II | 7,500 |
Ward F. | 6,997 |
Thomas F. Darden | 37,095 |
Howard L. Dayton, | 2,500 |
Theodore C. Miller | 10,500 |
William W. Perry | 38,000 |
(7) | Shares held in a trust for benefit of named individual |
Plan category | Number of securities to be issued upon exercise of outstanding options, warrants and rights (a) | Weighted-average exercise price of outstanding options, warrants and rights (b) | Number of securities remaining available for future issuance under employee and director stock purchase plans (excluding securities reflected in column (a)) (c) |
Employee and director stock purchase plans approved by security holders | 0 | 0 | 290,681 |
Employee and director stock purchase plans not approved by security holders | 0 | 0 | 0 |
Total | 0 | 0 | 290,681 |
Title of Class | Director or Executive Officer of UTG | Amount and Nature of Ownership | Percent of Class (1) | Director or Executive Officer of UTG | Amount and Nature of Ownership | Percent of Class (1) | ||||
Common | Randall L. Attkisson | 210,360 | (2) | 5.62% | Randall L. Attkisson | 210,360 | (2) | 5.78% | ||
Stock | Jesse T. Correll | 3,037,686 | (3)(4) | 69.50% | Jesse T. Correll | 3,058,998 | (3)(4) | 70.81% | ||
Ward F. Correll | 278,160 | (4)(5) | 7.04% | Ward F. Correll | 278,160 | (4)(5) | 7.23% | |||
James P. Rousey | 30,720 | (6) | .83% | Howard Dayton | 8,760 | .24% | ||||
James P. Rousey | 30,720 | (6) | .85% |
(1) | The percentage of outstanding shares for FSBI is based on |
(2) | Includes |
(3) | Includes 450,900 shares owned by the WCorrell, Limited Partnership, of which Jesse Correll is the managing general partner, and 103,830 shares which Mr. Correll has the power to vote and as to which he disclaims beneficial ownership. Also includes options to purchase |
(4) | Includes options to purchase 255,900 shares that can be exercised at any time by either Jesse Correll, Ward Correll or the WCorrell, Limited Partnership. |
(5) | Includes 4,500 shares owned by the WCorrell, LP represents 1% ownership by Mr. Correll in Wcorrell, LP) and 17,760 shares owned by CLS. |
(6) | Includes |
Title of Class | Title of Class | Director or Executive Officer of UTG | Amount and Nature of Ownership | Percent of Class (1) | Director or Executive Officer of UTG | Amount and Nature of Ownership | Percent of Class (1) | ||
Common | Common | Randall L. Attkisson | 44.75 | 4.8% | Randall L. Attkisson | 44.75 | 4.8% | ||
Stock | Stock | Jesse T. Correll | 766.07 | 81.5% | Jesse T. Correll | 766.07 | 81.5% | ||
James P. Rousey | 4.70 | .5% | James P. Rousey | 4.70 | .5% | ||||
(1) | The percentage of outstanding units for FSF is based on 939.77 units outstanding as of April 24, 2008. | ||||||||
(1) | The percentage of outstanding units for FSF is based on 939.77 units outstanding as of April 15, 2009. |
William W. Perry | - | Committee Chairman |
John S. Albin | ||
Joseph A. Brinck, II |
Name, Age | Position with the Company, Business Experience and Other Directorships | |
John S. Albin, | Director of UTG since 1984; farmer in Douglas and Edgar counties, Illinois, since 1951; Chairman of the Board of Longview State Bank from 1978 to 2005; President of the Longview Capitol Corporation, a bank holding company, since 1978; Chairman of First National Bank of Ogden, Illinois, from 1987 to 2005; Chairman of the State Bank of Chrisman from 1988 to 2005; Chairman of First National Bank in Georgetown from 1994 to 2005; Director of Illini Community Development Corporation since 1990; Commissioner of Illinois Student Assistance Commission from 1996 to 2002. | |
Randall L. Attkisson, | Director of UTG since 1999; | |
Joseph A. Brinck, II, | Director of UTG since 2003; CEO of Stelter & Brinck, LTD, a full service combustion engineering and manufacturing company from 1979 to present; President of Superior Thermal, LTD from 1990 to |
Jesse T. Correll, | Chairman and CEO of UTG and Universal Guaranty Life Insurance Company since 2000; Director of UTG since 1999; Chairman and CEO of Acap Corporation, American Capitol Insurance Company, and Texas Imperial Life Insurance Company since 2006; Chairman, President, Director of First Southern Bancorp, Inc. since 1983; President, Director of First Southern Funding, LLC since 1992; President, Director of The River Foundation since 1990; Board member of Crown Financial Ministries since 2004; Friends of the Good Samaritans since 2005; Generous Giving since 2006 and the National Christian Foundation since 2006. Mr. Correll and his wife Angela have 3 children and 2 grandchildren. Jesse Correll is the son of Ward and Regina Correll. | |
Ward F. Correll, | Director of UTG since 2000; Director of Acap Corporation, American Capitol Insurance Company, and Texas Imperial Life Insurance Company since 2006; President, Director of Tradeway, Inc. of Somerset, KY since 1973; President, Director of Cumberland Lake Shell, Inc. of Somerset, KY since 1971; President, Director of Tradewind Shopping Center, Inc. of Somerset, KY since 1966; Director of First Southern Bancorp since 1987; Director of First Southern Funding, LLC since 1991; Director of The River Foundation since 1990; and Director First Southern Insurance Agency since 1987. Ward Correll is the father of Jesse Correll. | |
Thomas F. Darden, | Mr. Darden is the Chief Executive Officer of Cherokee Investment Partners, a private equity fund with over $1 billion of capital for investing in brownfields. Cherokee has offices in North Carolina, Colorado, New Jersey, London, Toronto and Montreal. Beginning in 1984, he served for 16 years as the Chairman of Cherokee Sanford Group, a privately-held brick manufacturing company in the United States and previously the Southeast's largest soil remediation company. From 1981 to 1983, Mr. Darden was a consultant with Bain & Company in Boston. From 1977 to 1978, he worked as an environmental planner for the Korea Institute of Science and Technology in Seoul, where he was a Henry Luce Foundation Scholar. Mr. Darden is on the Boards of Shaw University and the University of North Carolina's Environmental Department and Duke University’s Nicholas School of the Environment. He is on the Board of Directors of the National Brownfield Association and on the Board of Trustees of North Carolina Environmental Defense. Mr. Darden is a director of Winston Hotels, Inc. (NYSE) and serves on the board of governors of Research Triangle Institute in Research Triangle Park, N.C. He was Chairman of the Research Triangle Transit Authority and served two terms on the N.C. Board of Transportation through appointments by the Governor and the Speaker of the House. Mr. Darden earned a Masters in Regional Planning from the University of North Carolina at Chapel Hill, a Doctor of Jurisprudence from Yale Law School and a Bachelor of Arts from the University of North Carolina at Chapel Hill, where he was a Morehead Scholar. His 1976 undergraduate thesis analyzed the environmental impact of third world development, and his 1981 Yale thesis addressed interstate acid rain air pollution. Mr. Darden and his wife Jody have three |
Howard L. Dayton, Jr., | In 1985, Mr. Dayton founded Crown Ministries in Longwood, Florida. Crown Ministries merged with Christian Financial Concepts in September 2000 to form Crown Financial Ministries, the world’s largest financial ministry. He served as Chief Executive Officer from 1985 to 2007. In 1972 he began his commercial real estate development career, specializing in office development in the Central Florida area. Mr. Dayton developed The Caboose, a successful railroad-themed restaurant in Orlando, FL in 1969. He also is the author of Your Money Counts, Free and Clear, Your Money Map and Crown’s Small Group Studies. Mr. Dayton became a director of UTG, Inc. in December 2005 |
Mr. Heald started in commercial real estate with the Allen Morris Company and then spent four years at Triaxia Partners Consulting Firm, both in Atlanta, Georgia. He later began serving as an associate trustee and executive committee member of the Maclellan Foundation. In 2000, Daryl helped launch Generous Giving, Inc. and served as its President until January 2008, when he became Senior Vice President of the Maclellan Foundation and founded Giving Wisely. Giving Wisely seeks to serve families on their journey of generosity by helping to connect their needs and passions with knowledge, experiences, opportunities, and relationships. Daryl also serves on the boards of Crown Financial Ministries, ProVision Foundation, the Haggai Institute and is an elder at Lookout Mountain Presbyterian Church. Mr. Heald became a director of UTG, Inc. in September 2008. He holds a B.S. degree in economics from Westmont College. Daryl and his wife, Cathy, live in Lookout Mountain, Georgia with their six children. | ||
Peter L. Ochs, | Mr. Ochs is founder of Capital III, a private investment banking firm located in Wichita, Kansas. The firm has acted as an intermediary in over 120 transactions since its founding in 1982. In addition the firm provides valuation services to private companies for such purposes as ESOP’s, estate planning, M & A, buy/sells, and internal planning strategies. The firm also provides both tactical and strategic planning for privately held companies. In recent years the firm has focused primarily on providing services to companies in which Mr. Ochs holds an equity interest. Since 1987, Mr. Ochs has been an active investor and officer of several privately held companies. In most cases his ownership position has represented a controlling interest in the enterprise. Companies in which he has held or still holds an investment include a community bank, a medical equipment company, a manufacturer of electrical assemblies, a sports training equipment company, a manufacturer of corporate identification products, a cable TV programming company, and a retail lifestyle clothing store. Mr. Ochs is also one of the founding members of Trinity Academy; a Christ centered college preparatory high school in Wichita. Prior to founding Capital III, Mr. Ochs spent 8 years in the commercial banking business. He graduated from the University of Kansas in 1974 with a degree in business & finance. | |
William W. Perry, | Director of UTG since 2001; Director of American Capitol Insurance Company, and Texas Imperial Life Insurance Company since 2006; Owner of SES Investments, Ltd., an oil and gas investments company since 1991; President of EGL Resources, Inc., an oil and gas operations company based in Texas and New Mexico since 1992; Vice Chairman of American Shale Oil Company (AMSO); President of a real estate investment company; Director of Young Life Foundation and involved with Young Life in various capacities; Director of Abel-Hangar Foundation, Director of River Foundation; Director of Millagros Foundation; Director of University of Oklahoma Associates; Mayor of Midland, Texas since January 2008; Midland, Texas City Council member from 2002-2008. |
James P. Rousey, | President since September 2006, Director of UTG and Universal Guaranty Life Insurance Company since September 2001; President and Director of Acap Corporation, American Capitol Insurance Company, and Texas Imperial Life Insurance Company since 2006; Regional CEO and Director of First Southern National Bank from 1988 to 2001. Board Member with the Illinois Fellowship of Christian Athletes from 2001-2005; Board Member with Contact Ministries since 2007; Board Member with Amigos En Cristo, Inc since 2007. |
Jesse T. Correll | Chairman of the Board and Chief Executive Officer |
James P. Rousey | President |
Name, Age | Position with UTG and Business Experience | |
Theodore C. Miller, | Corporate Secretary since December 2000, Senior Vice President and Chief Financial Officer since July 1997; Vice President since October 1992 and Treasurer from October 1992 to December 2003; Vice President and Controller of certain affiliated companies from 1984 to 1992. Vice President and Treasurer of certain affiliated companies from 1992 to 1997; Senior Vice President and Chief Financial Officer of subsidiary companies since 1997; Corporate Secretary of subsidiary companies since 2000. |
Summary Compensation Table | Summary Compensation Table | Summary Compensation Table | ||||||||||||||||
Name and Principal position | Year | Salary | Bonus | Stock Awards | Option Awards | Non-Equity Incentive Plan Comp | Nonqualified Deferred Comp Earnings | All Other Comp (1) | Total | Year | Salary | Bonus | Stock Awards | Option Awards | Non-Equity Incentive Plan Comp | Nonqualified Deferred Comp Earnings | All Other Comp (1) | Total |
Jesse T. Correll Chief Executive Officer | 2007 | 111,057 | 25,000 | 0 | 0 | 0 | 4,398 (1) | 140,455 | 2008 | 150,000 | 0 | 0 | 0 | 9,000(1) | 159,000 | |||
2006 | 75,000 | 0 | 0 | 0 | 0 | 4,743 (1) | 79,743 | 2007 | 111,057 | 25,000 | 0 | 0 | 4,398 (1) | 140,455 | ||||
Randall L. Attkisson Chief Operating Officer | 2007 | 110,481 | 25,000 | 0 | 0 | 0 | 6,491 (2) | 141,972 | ||||||||||
2006 | 75,000 | 0 | 0 | 0 | 4,743 (1) | 79,743 | ||||||||||||
Randall L. Attkisson (7) Chief Operating Officer to 7/1/08 | 2008 | 80,769 | 0 | 0 | 0 | 4,846(1) | 85,615 | |||||||||||
2007 | 110,481 | 25,000 | 0 | 0 | 6,491 (2) | 141,972 | ||||||||||||
2006 | 75,000 | 0 | 0 | 0 | 0 | 4,743 (2) | 79,743 | 2006 | 75,000 | 0 | 0 | 0 | 4,743 (2) | 79,743 | ||||
James P. Rousey President | 2007 | 145,000 | 25,000 | 0 | 0 | 0 | 6,922 (3) | 176,922 | 2008 | 145,000 | 25,000 | 0 | 0 | 6,806(3) | 176,806 | |||
2006 | 137,917 | 0 | 0 | 0 | 0 | 6,989 (3) | 144,906 | 2007 | 145,000 | 25,000 | 0 | 0 | 6,922 (3) | 176,922 | ||||
2006 | 137,917 | 0 | 0 | 0 | 6,989 (3) | 144,906 | ||||||||||||
Theodore C. Miller Secretary/Senior Vice President | 2007 | 110,000 | 20,050 | 0 | 0 | 0 | 3,071 (4) | 133,121 | 2008 | 110,000 | 20,000 | 0 | 0 | 3,030(4) | 133,030 | |||
2007 | 110,000 | 20,050 | 0 | 0 | 3,071 (4) | 133,121 | ||||||||||||
2006 | 102,917 | 15,000 | 0 | 0 | 0 | 3,808 (4) | 121,725 | 2006 | 102,917 | 15,000 | 0 | 0 | 3,808 (4) | 121,725 | ||||
Douglas A. Dockter (6) Vice President | 2007 | 100,000 | 4,000 | 0 | 0 | 0 | 2,820 (5) | 106,820 | 2008 | 100,000 | 0 | 0 | 0 | 2,820(5) | 102,820 | |||
2006 | 100,000 | 5,500 | 0 | 0 | 0 | 3,345 (5) | 108,845 | 2007 | 100,000 | 4,000 | 0 | 0 | 2,820 (5) | 106,820 | ||||
2006 | 100,000 | 5,500 | 0 | 0 | 3,345 (5) | 108,845 |
(1) | All Other Compensation consists of matching contributions to an Employee Savings Trust 401(k) Plan. |
(2) | All Other Compensation consists of matching contributions to an Employee Savings Trust 401(k) Plan. |
(3) | All Other Compensation consists of matching contributions to an Employee Savings Trust 401(k) Plan of $2,066, $2,302 and $2,069, group life insurance premiums of $720, $720 and $720, and country club membership fees of |
(4) | All Other Compensation consists of matching contributions to an Employee Savings Trust 401(k) Plan of $2,310, $2,351 and $3,088 and group life insurance premiums of |
(5) | All Other Compensation consists of matching contributions to an Employee Savings Trust 401(k) Plan of $2,653, $2,100 and $2,625 and group life insurance premiums of |
(6) | Mr. Douglas A. Dockter is not considered an executive officer of UTG, but is included in this table pursuant to compensation disclosure requirements. |
(7) | Mr. Randall L. Attkisson retired from the Company effective July 1, 2008. Mr. Attkisson remains a member of the Board of Directors. |
Director Compensation | Director Compensation | Director Compensation | ||||||||||||
Name | Fees Earned or Paid in Cash | Stock Awards | Option Awards | Non-Equity Incentive Plan Compensation | Change in Pension Value and Nonqualified Deferred Compensation Earnings | All Other Compensation | Total | Fees Earned or Paid in Cash | Stock Awards | Option Awards | Non-Equity Incentive Plan Compensation | Change in Pension Value and Nonqualified Deferred Compensation Earnings | All Other Compensation | Total |
Jesse Thomas Correll Chief Executive Officer | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | ||||||
Randall Lanier Attkisson Chief Operating Officer | 0 | 0 | 0 | 0 | ||||||||||
Randall Lanier Attkisson Director (1) | 1,800 | 0 | 0 | 0 | 1,800 | |||||||||
James Patrick Rousey President | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | ||||||
John Sanford Albin Director | 3,000 | 0 | 0 | 0 | 3,000 | 3,300 | 0 | 0 | 0 | 3,300 | ||||
Joseph Anthony Brinck, II Director | 2,700 | 0 | 0 | 0 | 2,700 | 3,900 | 0 | 0 | 0 | 3,900 | ||||
Ward Forrest Correll Director | 2,700 | 0 | 0 | 0 | 2,700 | 3,300 | 0 | 0 | 0 | 3,300 | ||||
William Wesley Perry Director (1) | 3,300 | 0 | 0 | 0 | 3,300 | 3,600 | 0 | 0 | 0 | 3,600 | ||||
Thomas Francis Darden, II Director (1) | 3,000 | 0 | 0 | 0 | 3,000 | 3,300 | 0 | 0 | 0 | 3,300 | ||||
Peter Loyd Ochs Director | 3,000 | 0 | 0 | 0 | 3,000 | 3,300 | 0 | 0 | 0 | 3,300 | ||||
Howard Lape Dayton Director | 3,300 | 0 | 0 | 0 | 3,300 | 3,900 | 0 | 0 | 0 | 3,900 | ||||
Daryl Jack Heald Director | 900 | 0 | 0 | 0 | 900 |
John S. Albin | ||
Randall L. Attkisson | ||
Joseph A. Brinck, II | Peter L. Ochs | |
Jesse T. Correll | William W. Perry | |
Ward F. Correll | James P. Rousey | |
Thomas F. Darden |
(1) | The Company selected the NASDAQ Composite Index Performance as an appropriate comparison. UTG was listed on the NASDAQ Small Cap exchange until December 31, 2001. Furthermore, the Company selected the NASDAQ Insurance Stock Index as the second comparison because there is no similar single “peer company” in the NASDAQ system with which to compare stock performance and the closest additional line-of-business index which could be found was the NASDAQ Insurance Stock Index. Trading activity in the Company’s common stock is limited, which may be due in part as a result of the Company’s low profile. The Return Chart is not intended to forecast or be indicative of possible future performance of the Company’s common stock. |
BY ORDER OF THE BOARD OF DIRECTORS | |
UTG, INC. |
Theodore C. Miller, Secretary |
The | |
Your vote is important. Whether or not you plan to attend the meeting, please review the enclosed proxy statement, complete the proxy form below and return it promptly in the envelope provided. | |
It is important to keep your stock portfolio current. Registrations should be kept up-to-date. Remember to notify theCompany of a change in address. Our stock transfer department is available to assist you with these and other shareholder questions. | |
Sincerely, | |
Theodore C. Miller Corporate Secretary |
Fold and Tear Here | Fold and Tear Here | |||
PROXY FORM | UTG, INC. | PROXY FORM | ||
Annual Meeting of Shareholders – To be Held June | ||||
THE BOARD OF DIRECTORS SOLICITS THIS PROXY | ||||
The undersigned hereby appoints Jesse T. Correll and James P. Rousey, or either of them, the attorneys and proxies with full power of substitution and revocation to represent and to vote, as designated below, all the shares of common stock of the Company held of record by the undersigned on April | |
This proxy when properly executed will be voted in the manner directed herein by the undersigned shareholder. IF NO DIRECTION IS MADE, THIS PROXY WILL BE VOTED FOR ALL PROPOSALS PRESENTED. | |
Please sign exactly as your name appears on the form and date and mail the proxy promptly. When signing as an attorney, executor, administrator, trustee or guardian, please give your full title as such. If shares are held jointly, both owners must sign. If a corporation, please sign in full corporate name by President and other authorized officer. If a partnership, please sign in partnership name by authorized person. | |
Continued and to be voted and signed on reverse. |
Our Stock Transfer Department is available to assist you with changes or questions concerning your account. | |||||||||
Lost Certificate | Notification of a lost stock certificate must be made in writing. | ||||||||
Address | Notification of shareholder address changes must be made in writing. If your address has changed or should change in the future, please give us your new address below. | ||||||||
Your name | |||||||||
(Old Address) - Street | |||||||||
City | State | Zip | |||||||
(New Address) - Street | |||||||||
City | State | Zip | |||||||
Date new address in effect | Signature |
Registration | A change in certification registration is needed because of: | |||||||
¨ | Marriage | ¨ | Divorce | |||||
¨ | Death of a tenant | ¨ | Establishment of a trust | |||||
¨ | Remove custodian | ¨ | Other – Explain | |||||
For instructions about your specific situation, contact our Stock Transfer Department by phone at (217) 241-6410, by writing to UTG, Inc., Attn: Stock Transfer Department, P.O. Box 5147, Springfield, IL 62705-5147 or through our website at www.utgins.com. | ||||||||
Signature | ||||||||
Date | ||||||||
Acct# |
Fold and Tear Here | Fold and Tear Here | |||||
Withhold | For All | |||||
1. | To elect all Director Nominees to serve on the Board of Directors. The nominees are: John S. Albin, Randall L. Attkisson, Joseph A. Brinck, II, Jesse T. Correll, Ward F. Correll, Thomas F. Darden II, Howard L. Dayton Jr., Daryl J. Heald, Peter L Ochs, William W. Perry, James P. Rousey. | For | Authority | Except | ||
¨ | ¨ | ¨ | ||||
*Exceptions: To vote for all director nominees, mark the "For" box. To withhold voting for all nominees, mark the "Withhold Authority" box. To withhold voting for a particular nominee, mark the "For All Except" box and enter name(s) of the exception(s) in the space provided. Your shares will be voted for the remaining nominees. | ||||||
2. | In their discretion, the proxies are authorized to vote upon such other business as may properly come before the meeting or any adjournment thereof. |
Signature | Date | ||
Signature | Date |