Crawford & Co 8-K, filed May 13, 2025
Crawford & Co (CRD-A)
About this 8-K
Crawford & Co filed this 8-K on May 13, 2025, reporting on events of May 8, 2025.
Items reported
- Item 5.07: Shareholder vote results
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
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 13, 2025 (
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| Item 5.07. | Submission of Matters to a Vote of Security Holders. |
Crawford & Company (the “Company”) held its 2025 Annual Meeting of Shareholders (the “Annual Meeting”) on Thursday, May 8, 2025. The total number of shares of the Company’s Class B common stock entitled to vote at the Annual Meeting was 19,144,928, and each share was entitled to one vote for each director nominee, and one vote on each of the other matters acted upon at the Annual Meeting. The number of shares represented at the Annual Meeting by valid proxies or ballots was 18,476,813, shares, which was 96.51% of the shares of stock entitled to vote at the Annual Meeting. The final voting results for the matters submitted to a vote of shareholders at the Annual Meeting are as follows:
| 1. | Election of Directors. All of the nominees for director listed below were elected to serve as directors until the Company’s next annual meeting of shareholders and until their successors are elected and qualified. The results of the election were as follows: |
| Nominee | For | Withheld | Broker Non-Votes | |||
| Inga K. Beale | 17,900,782 | 235,420 | 340,611 | |||
| Cameron M. Bready | 17,901,607 | 234,595 | 340,611 | |||
| Jesse C. Crawford, Sr. | 16,566,174 | 1,570,028 | 340,611 | |||
| Jesse C. Crawford, Jr. | 16,710,242 | 1,425,960 | 340,611 | |||
| Fred R. Donner | 17,893,679 | 242,523 | 340,611 | |||
| Lisa G. Hannusch | 16,720,765 | 1,415,437 | 340,611 | |||
| Joel T. Murphy | 17,901,664 | 234,538 | 340,611 | |||
| Rahul Patel | 15,611,230 | 2,524,972 | 340,611 | |||
| Rohit Verma | 17,903,010 | 233,192 | 340,611 |
| 2. | Proposal to approve an amendment to the Crawford & Company 2016 Employee Stock Purchase Plan to authorize 1,000,000 additional shares of Class A Common Stock for issuance under the Plan. The shareholders approved the proposed amendment to the 2016 Employee Stock Purchase Plan for the 1,000,000 additional Class A shares. The results of the vote were as follows: |
| For | Against | Abstain | Broker Non-Votes | |||
| 17,895,898 | 235,730 | 4,574 | 340,611 |
| 3. | Proposal to approve, on an advisory basis, the compensation paid to the Company’s named executive officers in 2024. The shareholders approved the compensation paid to certain of the Company’s executive officers in 2024. The results of the vote were as follows: |
| For | Against | Abstain | Broker Non-Votes | |||
| 17,553,429 | 541,452 | 41,321 | 340,611 |
| 4. | Ratification of Independent Registered Public Accountants. The shareholders ratified the appointment of KPMG, LLP as the independent registered public accounting firm for the Company for the 2025 fiscal year. The vote on the ratification was as follows: |
| For | Against | Abstain | ||
| 18,449,049 | 27,230 | 534 |
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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.
| CRAWFORD & COMPANY | |||
| By: | /s/ Tami E. Stevenson | ||
| Name: | Tami E. Stevenson | ||
| Title: | Senior Vice President - General Counsel and Corporate Secretary | ||
Date: May 13, 2025
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