8-KShareholder MattersOther EventsExhibits & Filings

AMERICAN INTERNATIONAL GROUP, INC. 8-K Report, Shareholder Vote Results (May 21, 2019)

Filed May 21, 2019For Securities:AIG

Summary

This Form 8-K filing for American International Group, Inc. (AIG) primarily reports on the outcomes of its Annual Meeting of Shareholders held on May 21, 2019. Key investor-relevant information includes the overwhelming election of all thirteen director nominees and the approval of executive compensation on a non-binding advisory basis. Shareholders also voted to hold future advisory votes on executive compensation annually, aligning with the Board's recommendation. Additionally, the selection of PricewaterhouseCoopers LLP as the independent registered public accounting firm for 2019 was ratified. A shareholder proposal to grant significant shareholders the right to call special meetings was not approved. Beyond shareholder meeting outcomes, AIG announced a cash dividend declaration for its Series A 5.85% Non-Cumulative Perpetual Preferred Stock. This dividend payment, detailed in an attached press release, is significant for holders of this preferred stock. The overall filing reflects routine corporate governance actions and capital allocation decisions, providing transparency on management and auditor appointments and shareholder engagement.

Key Highlights

  • 1All thirteen director nominees were elected by shareholders.
  • 2Shareholders approved the executive compensation plan on a non-binding advisory basis.
  • 3AIG will hold advisory votes on executive compensation annually, as recommended by the Board and approved by shareholders.
  • 4PricewaterhouseCoopers LLP was ratified as AIG's independent registered public accounting firm for 2019.
  • 5A shareholder proposal to allow shareholders holding at least 10% of common stock to call special meetings was not approved.
  • 6AIG declared a cash dividend on its Series A 5.85% Non-Cumulative Perpetual Preferred Stock.

Frequently Asked Questions

The primary outcomes were the election of all director nominees, the approval of executive compensation (on an advisory basis), the decision to hold future executive compensation votes annually, and the ratification of PricewaterhouseCoopers LLP as the independent auditor. A proposal to allow significant shareholders to call special meetings was not approved.

This vote allows shareholders to express their opinion on the company's executive compensation policies. The decision to hold it annually provides more frequent feedback to the Board and management on this critical governance issue.

No, the shareholder proposal that would have allowed shareholders holding at least 10% of AIG's outstanding common stock to call special meetings was not approved.

AIG declared a cash dividend on its Series A 5.85% Non-Cumulative Perpetual Preferred Stock. Holders of depositary shares will receive $0.3696875 per depositary share.