8-K
OXBRIDGE RE HOLDINGS Ltd (OXBR)
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 2, 2021
OXBRIDGE RE HOLDINGS LIMITED
(Exact Name of Registrant as Specified in its Charter)
| Cayman Islands | 001-36346 | 98-1150254 |
|---|---|---|
| (State<br>or Other Jurisdiction of Incorporation) | (Commission<br>File Number) | (I.R.S.<br>EmployerIdentification No.) |
| Suite 201,<br><br><br>42 Edward Street, Georgetown<br><br><br>P.O. Box 469<br><br><br>Grand Cayman, Cayman Islands<br><br><br>(Address<br>of Principal Executive Office) | KY1-9006<br><br><br>(Zip<br>Code) | |
| --- | --- | |
| Registrant’s<br>telephone number, including area code: (345) 749-7570 | ||
| --- |
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:
☐ 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))
Item 5.07. Submission of Matters to a Vote of Security Holders.
On June 2, 2021, the Company held its 2021 Annual Meeting of Shareholders. The Company previously filed the Proxy Statement and related materials pertaining to the Annual Meeting of Shareholder with the Securities and Exchange Commission. On the record date of April 23, 2021, there were 5,733,587 ordinary shares outstanding and entitled to vote at the Annual Meeting of Shareholders.
Proposal 1: Election of Directors
Four nominees for the Board of Directors were elected to serve as directors of the Company, each to hold office in accordance with the Articles of Association of the Company until the annual general meeting of shareholders of the Company in 2022. The tabulation of votes was as follows:
| Director<br>Nominee | Votes<br>For | Votes<br>Against | Abstain |
|---|---|---|---|
| Sanjay Madhu | 1,072,893 | 17,110 | 14,769 |
| Krishna Persaud | 1,024,555 | 65,447 | 14,770 |
| Ray Cabillot | 1,075,893 | 14,102 | 14,777 |
| Mayur Patel,<br>M.D. | 1,065,703 | 25,800 | 13,269 |
Proposal 2: Approval of the Company’s 2021 Omnibus Incentive Plan
The Company’s 2021 Omnibus Incentive Plan was approved as set forth below:
| For | Against | Abstain | Broker<br>Non-Votes |
|---|---|---|---|
| 792,601 | 311,457 | 714 | - |
Proposal 3: Ratification of the Appointment of Independent Auditor
The appointment of Hacker, Johnson & Smith, P.A. as the Company’s independent auditor for the fiscal year ending December 31, 2021 was ratified as set forth below:
| For | Against | Abstain | Broker<br>Non-Votes |
|---|---|---|---|
| 2,914,053 | 50,661 | 3,449 | - |
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.
| OXBRIDGE<br>RE HOLDINGS LIMITED | ||
|---|---|---|
| Date: June 2,<br>2021 | By: | /s/ Wrendon<br>Timothy |
| Wrendon<br>Timothy | ||
| Chief<br>Financial Officer and Corporate Secretary<br><br><br>(Principal<br>Accounting Officer and<br><br><br>Principal Financial<br>Officer) |
A signed original of this Form 8-K has been provided to Oxbridge Re Holdings Limited and will be retained by Oxbridge Re Holdings Limited and furnished to the Securities and Exchange Commission or its staff upon request.