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 19, 2016


EMC INSURANCE GROUP INC.
(Exact name of registrant as specified in its charter)

Iowa
 
0-10956
 
42-6234555
(State or other jurisdiction of incorporation)
 
(Commission File Number)
 
(I.R.S. Employer Identification No.)

717 Mulberry Street, Des Moines, Iowa
 
50309
(Address of principal executive offices)
 
(Zip Code)

(515) 345‑2902
(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))






Item 5.07
Submission of Matters to a Vote of Security Holders
On May 19, 2016, EMC Insurance Group Inc. (the "Company") held its annual meeting of stockholders (the "Annual Meeting"). At the Annual Meeting stockholders: 1) elected the five Board of Director nominees to serve as directors of the Company for the ensuing year, 2) approved, by a non-binding advisory vote, the compensation of the Company's named executive officers, 3) approved the Employers Mutual Casualty Company Executive Annual Bonus Plan, 4) approved the Employers Mutual Casualty Company Executive Long Term Incentive Plan, and 5) ratified the appointment of Ernst & Young LLP as the Company's independent registered public accounting firm for the current fiscal year. The approved executive annual bonus and long term incentive plans are filed as Exhibits 10.2.3 and 10.2.7, respectively.
The voting results are set forth below.
Proposal 1:
 
Election of Directors:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Broker
 
 
Nominee
 
For
 
Against
 
Abstain
 
Non-Votes
 
 
Stephen A. Crane
 
17,774,755
 
126,535
 
51,164
 
2,054,067
 
 
Jonathan R. Fletcher
 
17,798,619
 
143,459
 
10,376
 
2,054,067
 
 
Robert L. Howe
 
17,814,983
 
127,097
 
10,374
 
2,054,067
 
 
Bruce G. Kelley
 
17,844,217
 
105,198
 
3,039
 
2,054,067
 
 
Gretchen H. Tegeler
 
17,833,354
 
109,077
 
10,023
 
2,054,067
Proposal 2:
 
Approve, by a non-binding advisory vote, the compensation of the Company's named executive officers as disclosed in the proxy statement:
 
 
 
 
 
 
 
 
Broker
 
 
For
 
Against
 
Abstain
 
Non-Votes
 
 
17,687,781
 
251,157
 
13,516
 
2,054,067
Proposal 3:
 
Approve the Employers Mutual Casualty Company Executive Annual Bonus Plan:
 
 
 
 
 
 
 
 
Broker
 
 
For
 
Against
 
Abstain
 
Non-Votes
 
 
17,688,050
 
244,400
 
20,004
 
2,054,067
Proposal 4:
 
Approve the Employers Mutual Casualty Company Executive Long Term Incentive Plan:
 
 
 
 
 
 
 
 
Broker
 
 
For
 
Against
 
Abstain
 
Non-Votes
 
 
17,687,061
 
249,761
 
15,632
 
2,054,067
Proposal 5:
 
Ratify the appointment of Ernst & Young LLP as the Company's independent registered public accounting firm for the current fiscal year:
 
 
 
 
 
 
 
 
Broker
 
 
For
 
Against
 
Abstain
 
Non-Votes
 
 
19,885,005
 
106,615
 
14,901
 





Item 9.01
Financial Statements and Exhibits.

(d)
Exhibits.

Exhibit Number
 
Description

10.2.3
 
Employers Mutual Casualty Company Executive Annual Bonus Plan
10.2.7
 
Employers Mutual Casualty Company Executive Long term Incentive Plan



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, on May 20, 2016.


EMC INSURANCE GROUP INC.
Registrant
 
 
/s/ Mark E. Reese
Mark E. Reese
Senior Vice President and
Chief Financial Officer




EXHIBIT INDEX

Exhibit Number
 
Description

10.2.3
 
Employers Mutual Casualty Company Executive Annual Bonus Plan
10.2.7
 
Employers Mutual Casualty Company Executive Long term Incentive Plan



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