FPIC Insurance Group 8-K 2011
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934
Date of report (Date of earliest event reported): August 12, 2011
FPIC INSURANCE GROUP, INC.
(Exact Name of Registrant as Specified in its Charter)
1000 Riverside Avenue, Suite 800
Jacksonville, Florida 32204
(Address of Principal executive offices, including Zip Code)
(Registrants 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:
On August 12, 2011, FPIC Insurance Group, Inc. (the Company) held a special meeting of its shareholders (the special meeting) in order to vote upon the following proposals (the proposals):
As of July 12, 2011, the record date for the special meeting (the record date), there were 8,397,934 shares of the Companys common stock outstanding and entitled to vote on the proposals at the special meeting. At the special meeting, holders of 6,115,916 shares of the Companys common stock entitled to vote on the proposals were represented (in person or by proxy), constituting a quorum. Approval of the Merger Proposal required the affirmative vote of the holders of a majority of the shares of the Companys common stock outstanding and entitled to vote at the close of business on the record date. Approval of the Adjournment Proposal and the Non-Binding Compensation Proposal required the affirmative vote of a majority of the votes cast on each such proposal at the special meeting.
The Companys shareholders approved the Merger Proposal based on the following results:
Approximately 72.17% of the Companys common stock entitled to vote at the special meeting was voted in favor of the Merger Proposal.
The Companys shareholders also approved the Non-Binding Compensation Proposal based on the following results:
Approximately 75.04% of the votes cast on the Non-Binding Compensation Proposal were voted in favor of such proposal.
Since the Merger Proposal was approved, it was not necessary to consider the Adjournment Proposal and the results of the vote on the Adjournment Proposal were not announced at the special meeting.
A copy of the press release issued by the Company regarding the results of the shareholder vote at the special meeting is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
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.