MetLife (MET) 8-K Submission of Matters to a Vote of Security Holders

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM8-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): April 22, 2014

METLIFE, INC.

(Exact Name of Registrant as Specified in Its Charter)

Delaware	1-15787	13-4075851
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)
200 Park Avenue, New York, New York		10166-0188
(Address of Principal Executive Offices)		(Zip Code)

212-578-2211

(Registrant’s Telephone Number, Including Area Code)

N/A

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form8-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 toRule 14a-12 under the Exchange Act (17 CFR240.14a-12)

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR240.14d-2 (b))

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR240.13e-4 (c))

TABLE OF CONTENTS

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

The MetLife, Inc. (the “Company”) annual meeting of stockholders was held on April 22, 2014. At the meeting, the stockholders elected twelve Directors, each for a term expiring at the Company’s 2015 annual meeting of stockholders. The stockholders ratified the appointment of Deloitte & Touche LLP as the Company’s independent auditor for 2014. The stockholders approved, on an advisory basis, the compensation paid to the Company’s Named Executive Officers as disclosed in the Company’s 2014 Proxy Statement. The stockholders also approved the MetLife, Inc. 2015 Stock and Incentive Compensation Plan and the MetLife, Inc. 2015 Non-Management Director Stock Compensation Plan. The detailed results of the vote on each matter are shown below.

Election of Directors:

Nominee Name	Votes For		Votes Against		Abstained		Broker Non-Votes
Cheryl W. Grisé		921,651,866		3,917,960		6,284,609		54,947,731
Carlos M. Gutierrez		926,872,988		1,271,199		3,710,248		54,947,731
R. Glenn Hubbard, Ph. D.		923,822,999		1,190,401		6,841,035		54,947,731
Steven A. Kandarian		913,955,431		2,704,699		15,194,305		54,947,731
Gen. John M. Keane (Ret.)		924,582,501		1,203,016		6,068,918		54,947,731
Alfred F. Kelly, Jr.		925,046,634		3,094,067		3,713,734		54,947,731
William E. Kennard		927,613,308		644,169		3,596,958		54,947,731
James M. Kilts		917,903,236		5,856,408		8,094,791		54,947,731
Catherine R. Kinney		928,179,192		1,013,672		2,661,571		54,947,731
Denise M. Morrison		925,871,415		3,593,261		2,389,759		54,947,731
Kenton J. Sicchitano		921,828,223		3,839,747		6,186,465		54,947,731
Lulu C. Wang		925,638,898		739,616		5,475,921		54,947,731
	Votes For		Votes Against		Abstained		Broker Non-Votes
Ratification of the appointment of Deloitte & Touche LLP as the Company’s independent auditor for 2014		977,659,733		7,063,940		2,078,493		0
Advisory vote to approve the compensation paid to the Company’s Named Executive Officers		903,602,847		23,664,071		4,587,517		54,947,731
Approval of the MetLife, Inc. 2015 Stock and Incentive Compensation Plan		886,663,359		39,150,363		6,040,713		54,947,731
Approval of the MetLife, Inc. 2015 Non-Management Director Stock Compensation Plan		898,973,830		28,395,375		4,485,230		54,947,731

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.

METLIFE, INC.
By:	/s/ Timothy J. Ring
Name:	Timothy J. Ring
Title:	Vice President and Secretary

Date: April 24, 2014