8-K 1 a18-12243_18k.htm 8-K

 

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)

April 25, 2018

 

AMERIPRISE FINANCIAL, INC.

(Exact name of registrant as specified in its charter)

 

Delaware

 

001-32525

 

13-3180631

(State or other jurisdiction

 

(Commission

 

(IRS Employer

of incorporation)

 

File Number)

 

Identification No.)

 

55 Ameriprise Financial Center

Minneapolis, Minnesota

 

 

55474

(Address of principal executive offices)

 

(Zip Code)

 

Registrant’s telephone number, including area code

 

(612) 671-3131

 

 

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 (see General Instruction A.2. below):

 

[  ]          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))

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

 

Emerging growth company o

 

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.

 

The 2018 annual meeting of the stockholders of the Company was held on April 25, 2018. At the meeting, the holders of 131,254,090 shares of common stock, which represents approximately 90 percent of the 146,092,637 outstanding shares entitled to vote as of the February 28, 2018 record date, were represented in person or by proxy. Detailed voting results are set forth below.

 

Item 1 – Election of the Eight Director Nominees Named Below. The stockholders elected each director nominee for a term of one year to expire at the 2019 annual meeting of stockholders or until their successors are elected and qualified. The voting results were as follows:

 

Name

 

Votes For

 

Votes Against

 

Abstentions

 

Broker Non-Votes

James M. Cracchiolo

 

116,069,330

 

2,061,454

 

1,617,748

 

11,505,558

Dianne Neal Blixt

 

117,919,458

 

1,697,252

 

131,822

 

11,505,558

Amy DiGeso

 

117,823,682

 

1,793,171

 

131,679

 

11,505,558

Lon R. Greenberg

 

117,625,210

 

1,812,848

 

310,474

 

11,505,558

Jeffrey Noddle

 

116,032,546

 

3,564,860

 

151,126

 

11,505,558

Robert F. Sharpe, Jr.

 

115,071,121

 

4,544,602

 

132,809

 

11,505,558

Christopher J. Williams

 

118,640,758

 

784,036

 

323,738

 

11,505,558

W. Edward Walter

 

119,375,533

 

218,958

 

154,041

 

11,505,558

 

Item 2 – Nonbinding Advisory Vote to Approve the Compensation of Named Executive Officers. The stockholders did not approve, on an advisory basis, the compensation of its named executive officers.

 

Votes For

 

Votes Against

 

Abstentions

 

Broker Non-Votes

29,142,334

 

86,018,916

 

4,587,282

 

11,505,558

 

 

Item 3 –  Ratification of Audit Committee’s Selection of the Company’s Independent Registered Public Accounting Firm for 2018. The stockholders ratified the selection of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for 2018.

 

Votes For

 

Votes Against

 

Abstentions

128,949,332

 

2,023,321

 

281,437

 

 

Item 4 - Shareholder Proposal Relating to Political Contributions and Expenditures. The stockholders did not approve the stockholder proposal relating to political contributions and expenditures.

 

Votes For

 

Votes Against

 

Abstentions

 

Broker Non-Votes

45,581,145

 

71,882,020

 

2,285,367

 

11,505,558

 


 

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.

 

 

 

 

AMERIPRISE FINANCIAL, INC.

 

(Registrant)

 

 

 

 

 

 

 

 

Date: April 27, 2018

By

/s/ Thomas R. Moore

 

 

 

Thomas R. Moore

 

 

Vice President, Chief Governance Officer

 

 

and Corporate Secretary