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): June 14, 2021 (June 10, 2021)
(Exact name of registrant as specified in its charter)
| (State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) | ||||||
(Address of principal executive offices) | (Zip Code) | ||||||||||
Registrant’s telephone number, including area code: (980 ) 365-7100
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:
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading symbol(s) | Name of each exchange on which registered | ||||||
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. | ☐ | ||||||||||
Item 5.07. Submission of Matters to a Vote of Security Holders.
On June 10, 2021, Brighthouse Financial, Inc. (the “Company”) held its Annual Meeting of Stockholders (the “Annual Meeting”). At the Annual Meeting, three proposals were submitted to the Company’s stockholders. The proposals are described in more detail in the Company’s definitive proxy statement filed with the U.S. Securities and Exchange Commission on April 28, 2021 (the “2021 Proxy Statement”). The final voting results were as follows:
Proposal 1: The Company’s stockholders elected eight director nominees named in the 2021 Proxy Statement to serve a one-year term ending at the Company’s 2022 Annual Meeting of Stockholders. The voting results are set forth below:
| Director Nominee | For | Withhold | Broker Non-Vote | ||||||||
| Irene Chang Britt | 47,192,731 | 13,077,055 | 7,319,879 | ||||||||
| C. Edward (“Chuck”) Chaplin | 57,929,515 | 2,340,271 | 7,319,879 | ||||||||
| Stephen C. (“Steve”) Hooley | 58,221,089 | 2,048,697 | 7,319,879 | ||||||||
| Eileen A. Mallesch | 47,239,447 | 13,030,339 | 7,319,879 | ||||||||
| Diane E. Offereins | 47,117,633 | 13,152,153 | 7,319,879 | ||||||||
| Patrick J. (“Pat”) Shouvlin | 57,940,885 | 2,328,901 | 7,319,879 | ||||||||
| Eric T. Steigerwalt | 58,046,284 | 2,223,502 | 7,319,879 | ||||||||
| Paul M. Wetzel | 47,240,505 | 13,029,281 | 7,319,879 | ||||||||
Proposal 2: The Company’s stockholders ratified the appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for fiscal year 2021. The voting results are set forth below:
| For | Against | Abstain | Broker Non-Vote | ||||||||
| 67,466,803 | 70,602 | 52,260 | N/A | ||||||||
Proposal 3: The Company’s stockholders approved an advisory resolution approving the compensation of the Company’s named executive officers. The voting results are set forth below:
| For | Against | Abstain | Broker Non-Vote | ||||||||
| 56,620,499 | 1,795,137 | 1,854,150 | 7,319,879 | ||||||||
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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.
| BRIGHTHOUSE FINANCIAL, INC. | |||||||||||
| By: | /s/ D. Burt Arrington | ||||||||||
| Name: | D. Burt Arrington | ||||||||||
| Title: | Corporate Secretary | ||||||||||
Date: June 14, 2021
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