UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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 12, 2020
(Exact Name of Registrant as Specified in Its Charter)
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(State or Other Jurisdiction of Incorporation or Organization)
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(Commission File Number)
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(IRS Employer Identification No.)
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(Address of Principal Executive Offices and Zip Code)
Registrant’s telephone number, including area code: (212 ) 521-2000
N/A
(Former Name or Former Address, if Changed Since Last Report)
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):
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Securities registered pursuant to Section 12(b) of the Act:
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Title of each class
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Trading Symbol(s)
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Name of each exchange on which registered
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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
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. ☐
| Item 5.07. |
Submission of Matters to a Vote of Security Holders.
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(a) Loews Corporation (the “Company”) held its 2020 Annual Meeting of Shareholders on May 12, 2020 (the “Annual Meeting”).
(b) At the Annual Meeting, shareholders elected all of the Company’s nominees for director; approved, on an advisory basis, the Company’s named executive officers’
compensation (“Say on Pay”); and ratified the appointment of Deloitte & Touche LLP as the Company’s independent auditor for 2020 (“Auditor Ratification”). Shareholders did not approve the shareholder proposal requesting certain disclosures
regarding the Company’s political contributions (“Political Contributions Disclosure”).
Election of Directors
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Votes For
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Votes Against
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Votes Abstained
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Broker Non-Votes
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Ann E. Berman
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250,344,559
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5,433,808
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110,836
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10,739,237
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Joseph L. Bower
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234,673,135
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21,095,235
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120,833
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10,739,237
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Charles D. Davidson
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252,103,172
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3,666,426
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119,605
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10,739,237
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Charles M. Diker
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240,410,378
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15,358,742
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120,083
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10,739,237
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Paul J. Fribourg
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231,802,383
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23,961,205
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125,615
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10,739,237
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Walter L. Harris
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207,849,126
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47,919,544
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120,533
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10,739,237
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Philip A. Laskawy
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238,947,306
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16,810,583
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131,314
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10,739,237
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Susan P. Peters
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252,271,882
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3,529,586
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87,735
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10,739,237
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Andrew H. Tisch
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238,705,533
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17,084,885
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98,785
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10,739,237
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James S. Tisch
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247,046,344
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8,772,998
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69,861
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10,739,237
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Jonathan M. Tisch
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241,269,711
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14,508,981
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110,511
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10,739,237
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Anthony Welters
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250,007,804
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5,763,203
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118,196
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10,739,237
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Management Proposals
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Votes For
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Votes Against
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Votes Abstained
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Broker Non-Votes
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Say on Pay
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244,172,133
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11,459,660
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257,410
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10,739,237
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Auditor Ratification
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261,006,637
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5,528,154
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93,649
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0
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Shareholder Proposal
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Votes For
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Votes Against
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Votes Abstained
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Broker Non-Votes
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Political Contributions Disclosure
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82,389,683
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172,905,119
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594,401
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10,739,237
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Item 9.01.
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Financial Statements and Exhibits.
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(d) Exhibits.
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Exhibit No.
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104
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Cover Page Interactive File (the cover page tags are embedded within the Inline XBRL document).
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1
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.
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Date: May 13, 2020
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LOEWS CORPORATION
(Registrant)
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By:
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/s/ Marc A. Alpert
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Marc A. Alpert
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Senior Vice President, General Counsel and Secretary
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2