-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, I/2YrPZ6Kx4JCPAHW9zrlJwaUdji4F+MQdievmq+Zjr0rGirB9VxOJ82IGS9g72d U6s+tnmj6ZwFSggBKbpinQ== 0000950130-95-002652.txt : 19951211 0000950130-95-002652.hdr.sgml : 19951211 ACCESSION NUMBER: 0000950130-95-002652 CONFORMED SUBMISSION TYPE: 10-Q/A PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 19950630 FILED AS OF DATE: 19951208 SROS: NYSE FILER: COMPANY DATA: COMPANY CONFORMED NAME: MBIA INC CENTRAL INDEX KEY: 0000814585 STANDARD INDUSTRIAL CLASSIFICATION: SURETY INSURANCE [6351] IRS NUMBER: 061185706 STATE OF INCORPORATION: CT FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10-Q/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-09583 FILM NUMBER: 95600458 BUSINESS ADDRESS: STREET 1: 113 KING ST CITY: ARMONK STATE: NY ZIP: 10504 BUSINESS PHONE: 9142734545 MAIL ADDRESS: STREET 1: 113 KING ST CITY: ARMONK STATE: NY ZIP: 10504 10-Q/A 1 AMENDMENT TO FORM 10-Q Draft--November 16, 1995 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q/A (X) QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarter Ended June 30, 1995 OR ( ) TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period from _____ to _____ Commission File No. 1-9583 MBIA INC. A Connecticut Corporation I.R.S. Employer Identification No. 06-1185706 113 King Street, Armonk, N. Y. 10504 (914) 273-4545 Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Sections 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes X NO ___ --- As of July 31, 1995 there were outstanding 41,740,371 shares of Common Stock, par value $1 per share, of the registrant. The Company's Form 10-Q for the quarter ended June 30, 1995 is hereby amended by adding the following: Item 4. Submission of Matters to a Vote of Security Holders. --------------------------------------------------- At the annual meeting of the Company's shareholders held on May 11, 1995, the 13 nominees listed below were elected as directors of the Company to hold office until the 1996 annual meeting. In addition, at such meeting, the Company's shareholders (i) ratified the appointment of Coopers & Lybrand as the independent auditors of the Company for 1995; (ii) voted to amend the Company's Certificate of Incorporation to allow an increase in the authorized shares of common stock to 200,000,000; (iii) voted to increase the number of shares available for grant under the MBIA Inc. 1987 Stock Option Plan; and (iv) voted to adopt an employee incentive compensation plan. The number of votes with respect to each of these matters was as follows: (a) Election of Directors: NUMBER OF VOTES --------------- NOMINEES IN FAVOR WITHHELD - -------- ---------- -------- William O. Bailey 35,730,238 62,027 Joseph W. Brown, Jr. 35,741,652 50,613 David C. Clapp 35,723,277 68,988 David H. Elliott 35,742,012 50,253 Claire L. Gaudiani 35,731,247 61,018 William H. Gray, III 35,028,292 763,973 Freda S. Johnson 35,740,990 51,275 Daniel P. Kearney 35,735,952 56,313 James A. Lebenthal 35,733,747 58,518 Robert B. Nicholas 35,732,362 59,903 Pierre-Henri Richard 35,725,432 66,833 Paul A. Volcker 35,738,627 53,638 Richard L. Weill 35,741,677 50,588 (b) Ratification of Appointment of Independent Auditors: Votes for: 35,707,708 Votes against: 31,631 Abstentions: 52,926 (c) Amendment of the Company's Certificate of Incorporation: Votes for: 27,790,293 Votes against: 7,901,642 Abstentions: 100,330 Broker No Votes: -0- (d) Increase in the Number of Shares Available for Granting under the Company's 1987 Stock Option Plan: Votes for: 28,513,254 Votes against: 1,601,926 Abstentions: 152,476 Broker No Votes: 5,524,609 (e) Adoption of an Employee Incentive Compensation Plan: Votes for: 28,782,961 Votes against: 1,332,043 Abstentions: 152,652 Broker No Votes: 5,524,609 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 thereunto duly authorized. MBIA INC. -------------------------- (Registrant) Date: November 30, 1995 /s/ Julliette S. Tehrani --------------------------- Name: Julliette S. Tehrani Title:Senior Vice President and Chief Financial Officer (principal financial officer) Date: November 30, 1995 /s/ Elizabeth B. Sullivan --------------------------- Name: Elizabeth B. Sullivan Title:Vice President and Controller (principal accounting officer) 4 -----END PRIVACY-ENHANCED MESSAGE-----