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): September 29, 2017
FIDELITY & GUARANTY LIFE
(Exact name of registrant as specified in its charter)
| Delaware | 001-36227 | 46-3489149 | ||
(State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) | ||
Two Ruan Center 601 Locust Street, 14th Floor Des Moines, IA | 50309 | |||
| (Address of principal executive offices) | (Zip Code) | |||
Registrant's telephone number, including area code: (800) 445-6758
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:
| o | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| o | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| o | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| o | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
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 o
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. o
Item 5.07 Submission of Matters to a Vote of Security Holders
Fidelity & Guaranty Life (the “Company”) held its annual meeting of stockholders on September 29, 2017 (the “Meeting”). The matters that were voted upon at the Meeting, and the number of votes cast for or against, as well as the number of abstentions and broker non-votes, as to each such matter where applicable are set forth below.
| i. | To elect two Class III directors: |
| For | Withheld | |
| William J. Bawden | 52,893,798 | 1,800,640 |
| L. John H. Tweedie | 52,102,846 | 2,591,592 |
There were 1,196,924 broker non-votes represented at the Meeting with respect to this matter.
| ii. | To ratify the appointment of KPMG LLP as the Company’s independent registered public accounting firm for the Company’s fiscal year ending September 30, 2017: |
| For | Against | Abstain |
| 55,888,998 | 1,403 | 961 |
There were 0 broker non-votes represented at the Meeting with respect to this matter.
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, thereunto duly authorized.
FIDELITY & GUARANTY LIFE
/s/ Eric L. Marhoun
Eric L. Marhoun
Executive Vice President, General Counsel and Secretary
Dated: October 3, 2017