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 17, 2017


Everest Re Group, Ltd.

(Exact name of registrant as specified in its charter)

Bermuda
1-15731
98-0365432
   
(State or other jurisdiction
(Commission
(IRS Employer
of incorporation)
File Number)
Identification No.)
     
Seon Place – 4th Floor
141 Front Street
PO Box HM 845
Hamilton HM 19, Bermuda
Not Applicable
     
(Address of principal executive offices)
(Zip Code)

Registrant's telephone number, including area code 441-295-0006


Not Applicable

(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 12(a) of the Exchange Act.  _____



ITEM 5.07
SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

 
(a) 
The Annual General Meeting of Shareholders of the registrant was held on May 17, 2017.

 
(b) 
The shareholders elected Director nominees Dominic J. Addesso, John J. Amore, William F. Galtney, Jr., John A. Graf, Gerri Losquadro, Roger M. Singer, Joseph V. Taranto and John A. Weber; appointed PricewaterhouseCoopers LLP as the Company's independent registered public accounting firm for the year ending December 31, 2017; approved, by non-binding advisory vote, 2016 compensation paid to the Company's Named Executive Officers and recommended, by non-binding advisory vote, that the frequency of future non-binding shareholder votes on executive compensation be every year.
 
 
The votes cast with respect to each such matter are as follows:


     
 Total Shares Represented at the Meeting in Person or Proxy
     
45,970,940
                       
         
Against or
           
     
For
 
Withheld
 
Abstain
 
Non-votes
 
Uncast
Election of directors each to serve a one year period to expire at
                     
the 2018 Annual General Meeting of Shareholders:
                     
                       
Dominic J. Addesso
   
 39,419,784
 
 891,745
 
 9,986
 
 5,649,425
 
 -
John J. Amore
   
 39,438,401
 
 873,521
 
 9,593
 
 5,649,425
 
 -
William F. Galtney, Jr.
   
 37,982,491
 
 2,328,793
 
 10,231
 
 5,649,425
 
 -
John A. Graf
   
 39,835,811
 
 460,784
 
 24,920
 
 5,649,425
 
 -
Gerri Losquadro
   
 39,835,721
 
 460,883
 
 24,911
 
 5,649,425
 
 -
Roger M. Singer
   
 39,781,932
 
 514,869
 
 24,714
 
 5,649,425
 
 -
Joseph V. Taranto
   
 38,361,242
 
 1,950,590
 
 9,683
 
 5,649,425
 
 -
John A. Weber
   
 38,475,638
 
 1,835,622
 
 10,255
 
 5,649,425
 
 -
                       
Appointment of PricewaterhouseCoopers LLP as the Company's independent
                   
registered public accounting firm for the year ending December 31, 2017
   
 44,619,406
 
 1,331,912
 
 19,622
 
 -
 
 -
                       
Approval, by non-binding advisory vote, of 2016 compensation paid to the
                     
Company's Named Executive Officers
   
 37,026,177
 
 3,273,525
 
 21,813
 
 5,649,425
 
 -
                       
 
 
 
 
 
 
 
 
 
 
 
 
 
One Year
 
Two Years
 
Three Years
 
Abstain
 
Non-votes
 
Uncast
                       
Recommendation, by non-binding advisory vote, of the frequency of future
                     
non-binding shareholder votes on executive compensation
 35,682,846
 
 32,087
 
 4,577,117
 
 29,465
 
 5,649,425
 
 -


 
(c) 
The vote results related to the frequency of future votes on executive compensation show that a majority of the votes cast were cast in favor of conducting the advisory vote on executive compensation on an annual basis. In light of this vote, and consistent with the Company's recommendation as described in its 2017 proxy statement, the Company's Board of Directors has determined to implement an annual advisory vote on compensation for the named executive officers, until the next advisory vote on frequency is held (which has be conducted at least every 6 years).

 


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.




   
EVEREST RE GROUP, LTD.
       
       
       
 
By:
/S/ KEITH T. SHOEMAKER
 
   
Keith T. Shoemaker
   
Comptroller
   (Principal Accounting Officer)
       



Dated:  May 22, 2017