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 9, 2018

 

	AMERICAN INTERNATIONAL GROUP, INC.
	(Exact name of registrant as specified in its charter)

 

Delaware		1-8787		13-2592361
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification No.)

 

	175 Water Street New York, New York 10038
	(Address of principal executive offices)

 

Registrant’s telephone number, including area code:  (212) 770-7000

 

	(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):

 

¨	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 ¨

 

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. ¨

 

 

 

Section 5 — Corporate Governance and Management

 

Item 5.07.

Submission of Matters to a Vote of Security Holders.

 

On May 9, 2018, American International Group, Inc. (“AIG”) held its Annual Meeting of Shareholders at which holders of AIG’s common stock, par value $2.50 per share, voted upon (i) the election of eleven nominees as directors until the next annual election and until their successors are duly elected and qualified; (ii) a non-binding advisory resolution to approve executive compensation; and (iii) the ratification of the selection of PricewaterhouseCoopers LLP as AIG’s independent registered public accounting firm for 2018.

 

The shareholders elected all eleven director nominees presented, approved the non-binding advisory resolution to approve executive compensation, and ratified the selection of PricewaterhouseCoopers LLP as AIG’s independent registered public accounting firm for 2018. The number of votes cast for or against and the number of abstentions and broker non-votes with respect to each matter voted upon, as applicable, are set forth below.

 

		For				Against				Abstain				Broker Non-Votes
W. Don Cornwell			664,359,367				45,326,893				16,323,278				54,347,910
Brian Duperreault			722,069,331				3,297,073				643,134				54,347,910
John H. Fitzpatrick			708,981,097				718,055				16,310,386				54,347,910
William G. Jurgensen			706,346,864				3,334,911				16,327,763				54,347,910
Christopher S. Lynch			705,762,622				3,933,640				16,313,276				54,347,910
Henry S. Miller			706,385,134				3,308,598				16,315,806				54,347,910
Linda A. Mills			696,254,111				13,453,319				16,302,108				54,347,910
Suzanne Nora Johnson			686,673,458				23,028,213				16,307,867				54,347,910
Ronald A. Rittenmeyer			655,109,966				54,025,157				16,874,415				54,347,910
Douglas M. Steenland			684,554,531				24,584,841				16,870,166				54,347,910
Theresa M. Stone			708,863,886				812,958				16,332,694				54,347,910
		For				Against				Abstain				Broker Non-Votes
Non-binding advisory resolution to approve executive compensation			441,882,782				267,108,670				17,018,086				54,347,910
Ratification of the selection of PricewaterhouseCoopers LLP as AIG’s independent registered public accounting firm for 2018			748,564,627				30,946,431				846,390				0

 

 

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.

 

	AMERICAN INTERNATIONAL GROUP, INC.
	(Registrant)
Date: May 9, 2018	By:	/s/ James J. Killerlane III
		Name:	James J. Killerlane III
		Title:	Associate General Counsel and Assistant Secretary