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):  June 18, 2012

 

Affiliated Managers Group, Inc.

(Exact Name of Registrant as Specified in Its Charter)

 

Delaware

(State or Other Jurisdiction of Incorporation)

 

 

 

001-13459

 

04-3218510

(Commission File Number)

 

(IRS Employer Identification No.)

 

 

 

600 Hale Street
Prides Crossing, Massachusetts

 

01965

(Address of Principal Executive Offices)

 

(Zip Code)

 

 

 

(617) 747-3300

(Registrant’s Telephone Number, Including Area Code)

 

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):

 

o       Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

o        Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

o        Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

o        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.

 

The Annual Meeting of Stockholders of Affiliated Managers Group, Inc. (the “Company”) was held in Prides Crossing, Massachusetts on June 18, 2012.  At that meeting, the stockholders considered and acted upon the following proposals:

 

1.  The Election of Directors.  Our stockholders elected the following individuals to serve as directors until the 2013 Annual Meeting of Stockholders and until their respective successors are duly elected and qualified.  With respect to each nominee, the total number of broker non-votes was 1,942,068.  The table below sets forth the voting results for each director:

 

 

 

Votes For

 

Votes Against

 

Abstentions

Samuel T. Byrne

 

46,212,083

 

   133,188

 

11,670

Dwight D. Churchill

 

45,899,020

 

   447,301

 

10,620

Sean M. Healey

 

44,657,145

 

1,689,176

 

10,620

Harold J. Meyerman

 

44,721,584

 

1,624,487

 

10,870

William J. Nutt

 

45,059,548

 

1,286,609

 

10,784

Tracy P. Palandjian

 

45,992,805

 

   353,146

 

10,990

Rita M. Rodriguez

 

44,722,886

 

1,623,560

 

10,495

Patrick T. Ryan

 

46,213,143

 

   133,085

 

10,713

Jide J. Zeitlin

 

46,212,959

 

   133,313

 

10,669

 

2.   Non-Binding Advisory Vote on Executive Compensation.  Our stockholders voted to approve, by a non-binding advisory vote, the compensation of the Company’s named executive officers by the affirmative vote of approximately 96% of the votes cast.  The table below sets forth the voting results, and the total number of broker non-votes was 1,942,068:

 

Votes For

 

Votes Against

 

Abstentions

44,486,839

 

1,462,340

 

407,762

 

3.  The Ratification of the Selection of PricewaterhouseCoopers LLP as the Company’s Independent Registered Public Accounting Firm for the Current Fiscal Year.  Our stockholders voted to ratify the selection of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for the current fiscal year.  The proposal was approved by the shareholders by the affirmative vote of approximately 96% of the votes cast. The table below sets forth the voting results, and there were no broker non-votes on this proposal:

 

Votes For

 

Votes Against

 

Abstentions

46,162,477

 

2,132,525

 

4,007

 

2



 

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.

 

 

AFFILIATED MANAGERS GROUP, INC.

 

 

 

  Date: June 19, 2012

 

 

 

By:

/s/ John Kingston, III

 

Name:

John Kingston, III

 

Title:

Vice Chairman, General Counsel and Secretary

 

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