Form 8-K

 

 

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): May 20, 2016 (May 19, 2016)

 

 

ANTHEM, INC.

(Exact name of registrant as specified in its charter)

 

 

 

    Indiana   001-16751   35-2145715    
 

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

 

120 Monument Circle

Indianapolis, IN 46204

(Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code: (317) 488-6000

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):

 

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

 


Section 5 – Corporate Governance and Management

 

Item 5.07 Submission of Matters to a Vote of Security Holders

Anthem, Inc. (the “Company”) held its Annual Meeting of Shareholders on May 19, 2016. The shareholders of the Company voted as follows on the matters set forth below.

 

1. Election of Directors. The following nominees for director were elected to serve three-year terms to expire at the annual meeting of shareholders in 2019, based on the following votes:

 

Nominee

  

For

  

Against

  

Abstain

  

Broker Non-Votes

George A. Schaefer, Jr.

   206,550,903    5,559,452       328,322    14,457,733

Joseph R. Swedish

   202,480,371    7,939,150    2,019,156    14,457,733

Elizabeth E. Tallet

   205,295,435    6,817,749       325,493    14,457,733

The following nominee for director was elected to serve a two-year term to expire at the annual meeting of shareholders in 2018, based on the following votes:

 

Nominee

  

For

  

Against

  

Abstain

  

Broker

Non-Votes

Lewis Hay, III

   211,161,813    919,875    356,989    14,457,733

 

2. Ratification of the Appointment of Ernst & Young LLP. The appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for 2016 was ratified based upon the following votes:

 

     

For

  

Against

  

Abstain

    

   224,154,557    2,565,489    176,364   

 

3. Advisory approval of the Company’s executive compensation. The shareholders approved the advisory vote on the compensation of the Company’s Named Executive Officers based upon the following votes:

 

     

For

  

Against

  

Abstain

  

Broker

Non-Votes

   205,251,490    6,564,691    622,496    14,457,733

 

4. Shareholder proposal regarding lobbying disclosure. The shareholder proposal was not approved based on the following votes:

 

     

For

  

Against

  

Abstain

  

Broker

Non-Votes

   18,492,544    179,801,320    14,144,813    14,457,733


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.

Dated: May 20, 2016

 

ANTHEM, INC.
By:  

/s/ Kathleen S. Kiefer

Name:   Kathleen S. Kiefer
Title:   Corporate Secretary