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 2, 2017 (April 27, 2017)
 
TORCHMARK CORPORATION
(Exact name of registrant as specified in its charter)
DELAWARE
 
001-08052
 
63-0780404
(State or other jurisdiction
of incorporation)
 
(Commission
File No.)
 
(I.R.S. Employer
ID No.)
3700 South Stonebridge Drive, McKinney, Texas 75070
(Address of principal executive offices)
Registrant’s telephone number, including area code: (972) 569-4000
None
(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:
¨
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 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.

(a) Annual Meeting of Shareholders held April 27, 2017

(b) Proposals:

Proposal I- Election of Directors for One Year Terms
 
FOR
AGAINST
ABSTAIN
BROKER
NON-VOTE
1.1 Charles E. Adair
90,242,406

1,105,224

123,593

12,528,300
1.2 Marilyn A. Alexander
91,190,724

211,584

68,915

12,528,300
1.3 David L. Boren
90,127,324

1,241,424

102,475

12,528,300
1.4 Jane M. Buchan
90,691,449

679,312

100,462

12,528,300
1.5 Gary L. Coleman
89,872,999

1,418,251

179,972

12,528,300
1.6 Larry M. Hutchison
89,869,942

1,418,975

182,306

12,528,300
1.7 Robert W. Ingram
90,543,540

811,839

115,843

12,528,300
1.8 Steven P. Johnson
91,161,758

205,814

103,651

12,528,300
1.9 Lloyd W. Newton
90,548,217

774,315

148,690

12,528,300
1.10 Darren M. Rebelez
90,935,180

414,179

121,864

12,528,300
1.11 Lamar C. Smith
90,194,182

1,155,212

121,829

12,528,300
1.12 Paul J. Zucconi
90,277,038

1,068,566

125,619

12,528,300

Proposal II- Ratification of Deloitte & Touche LLP as Independent Auditor for 2017
 
FOR
AGAINST
ABSTAIN
BROKER
NON-VOTE
Deloitte and Touche LLP
102,859,984

926,320

213,219



Proposal III- Advisory Approval of 2016 Executive Compensation (Annual "Say-on-Pay")
 
FOR
AGAINST
ABSTAIN
BROKER
NON-VOTE
2016 Executive Compensation
88,036,007

3,079,493

355,570

12,528,453


Proposal IV- Advisory Approval of Executive Compensation Frequency Voting
 
1 YEAR
2 YEARS
3 YEARS
ABSTAIN
BROKER
NON-VOTE
Frequency Voting
83,281,655

207,634

7,787,425

194,356

12,528,453


(c) Not applicable.

(d) Torchmark will include a shareholder vote on the compensation of executives in its proxy materials each year until the next required vote on the frequency with which shareholders will vote on the compensation of executives as disclosed in proxy statements, which will occur in 2023.






SIGNATURES
Pursuant to the requirements of the Securities and Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
 
 
 
TORCHMARK CORPORATION
 
 
 
Date: May 2, 2017
 
 
 
 
 
 
 
/s/ Carol A. McCoy
 
 
Carol A. McCoy,
Vice President, Associate Counsel and
Corporate Secretary