8-K
Skyward Specialty Insurance Group, Inc. (SKWD)
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 25, 2023
___________________________________
Skyward Specialty Insurance Group, Inc.
(Exact name of registrant as specified in its charter)
___________________________________
| Delaware<br><br>(State or other jurisdiction of<br><br>incorporation or organization) | 001-41591<br><br>(Commission File Number) | 14-1957288<br><br>(I.R.S. Employer Identification Number) |
|---|---|---|
| 800 Gessner Road, Suite 600<br><br>Houston, Texas | 77024-4284 | |
| (Address of principal executive offices) | (Zip Code) | |
| (713) 935-4800 | ||
| (Registrant's telephone number, including area code) |
___________________________________
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)) | Securities registered pursuant to Section 12(b) of the Act: | |||
| --- | --- | --- | |||
| Title of each class | Trading Symbol | Name of each exchange on which registered | |||
| Common stock, par value $0.01 | SKWD | The Nasdaq Stock Market LLC |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 12b-2 of the Exchange Act.
| Emerging growth company | x |
|---|
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. o
Item 5.07 - Submission of Matters to a Vote of Security Holders
On May 25, 2023, Skyward Specialty Insurance Group, Inc. (the "Company"), held its Annual Meeting of Stockholders. The following actions were taken at the Annual Meeting, for which proxies were solicited pursuant to Regulation 14A under the Securities Exchange Act of 1934, as amended, and the final number of votes cast for, against or withheld, abstentions and broker non-votes for each matter are set forth below:
1.The two director nominees named in the Company's proxy statement for the Annual Meeting were elected by the following votes:
| DIRECTOR NOMINEE | FOR | WITHHELD | BROKER NON-VOTES |
|---|---|---|---|
| James Hays | 26,104,635 | 915,394 | 306,450 |
| Robert Creager | 23,250,887 | 3,769,142 | 306,450 |
- The ratification of the appointment of Ernst & Young LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2023 was approved by the following votes:
| FOR | AGAINST | ABSTAIN |
|---|---|---|
| 27,321,744 | 406 | 4,329 |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| SKYWARD SPECIALTY INSURANCE GROUP, INC. | ||
|---|---|---|
| Date: | May 30, 2023 | /s/ Leslie Shaunty |
| Leslie Shaunty | ||
| General Counsel |