UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 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 11, 2013

 

Affiliated Managers Group, Inc.

(Exact Name of Registrant as Specified in Its Charter)

 

Delaware

(State or Other Jurisdiction of Incorporation)

 

 

(617) 747-3300

(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 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):

 

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))

 

 

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

 

The Annual Meeting of Stockholders of Affiliated Managers Group, Inc. (the “Company”) was held in Prides Crossing, Massachusetts on June 11, 2013.  At that meeting, the stockholders considered and acted upon the following proposals:

 

1.  The Election of Directors.  The stockholders elected the following individuals to serve as directors until the 2014 Annual Meeting of Stockholders and until their respective successors are duly elected and qualified.  With respect to each nominee, the total number of broker non-votes was 1,371,603.  The table below sets forth the voting results for each director:

 

		Votes For		Votes Against		Abstentions
Samuel T. Byrne		45,517,594		1,820,255		33,792
Dwight D. Churchill		47,151,441		186,484		33,716
Sean M. Healey		45,941,995		1,331,005		98,641
Harold J. Meyerman		44,610,403		2,727,529		33,709
William J. Nutt		46,490,548		847,410		33,683
Tracy P. Palandjian		47,157,110		184,047		30,484
Rita M. Rodriguez		46,329,041		1,012,127		30,473
Patrick T. Ryan		45,516,434		1,821,504		33,703
Jide J. Zeitlin		45,522,950		1,817,299		31,392

 

 

2.   The Approval of the 2013 Incentive Stock Award Plan.  The stockholders voted to approve the 2013 Incentive Stock Award Plan.  The table below sets forth the voting results:

 

 

Votes For		Votes Against		Abstentions		Broker Non-Votes
44,233,485		3,099,293		38,863		1,371,603

 

 

3.  Non-Binding Advisory Vote on Executive Compensation. The stockholders voted to approve, by a non-binding advisory vote, the compensation of the Company’s named executive officers.  The table below sets forth the voting results:

 

Votes For		Votes Against		Abstentions		Broker Non-Votes
28,481,784		17,854,726		1,035,131		1,371,603

 

 

4.  The Ratification of the Selection of PricewaterhouseCoopers LLP as the Company’s Independent Registered Public Accounting Firm for the Current Fiscal Year.  The stockholders voted to ratify the selection of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for the current fiscal year.  The table below sets forth the voting results, and there were no broker non-votes on this proposal:

 

Votes For		Votes Against		Abstentions
47,108,892		1,598,911		35,441

 

 

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.

 

 

		AFFILIATED MANAGERS GROUP, INC.
Date: June 12, 2013
		By:	/s/ John Kingston, III
			Name:	John Kingston, III
			Title:	Vice Chairman, General
				Counsel and Secretary