8-KShareholder MattersCorporate ChangesExhibits & Filings

AMERIPRISE FINANCIAL INC 8-K Report, Bylaw Amendment (Apr 30, 2010)

Filed April 30, 2010For Securities:AMP

Summary

Ameriprise Financial Inc. (AMP) filed an 8-K on April 29, 2010, detailing the outcomes of their annual shareholder meeting held on April 27, 2010. The report indicates strong shareholder support for the re-election of two Class II directors, James M. Cracchiolo and H. Jay Sarles, with approximately 98% and 99.5% of the votes cast, respectively. Furthermore, shareholders overwhelmingly approved an amendment to the Certificate of Incorporation to declassify the Board of Directors, signaling a move towards annual director elections. The company also received substantial approval for the ratification of Ernst & Young LLP as its independent auditor for 2010. While the election of directors and declassification of the board received near-unanimous support, the advisory vote on executive compensation showed more moderate approval at approximately 79%. Similarly, the proposed amendment to the 2005 Incentive Compensation Plan garnered around 77% of shareholder votes. These results provide insight into shareholder sentiment regarding governance and compensation practices at Ameriprise Financial during that period.

Key Highlights

  • 1Shareholders overwhelmingly re-elected James M. Cracchiolo (98% "for") and H. Jay Sarles (99.5% "for") as Class II directors.
  • 2A significant majority of shareholders (approximately 99%) approved an amendment to declassify the Board of Directors, moving towards annual director elections.
  • 3The selection of Ernst & Young LLP as the independent registered public accounting firm for 2010 was ratified with nearly unanimous support (99.9% "for").
  • 4The advisory vote on executive compensation received approximately 79% approval, indicating general shareholder satisfaction but with a notable percentage of dissent.
  • 5An amended and restated Ameriprise Financial 2005 Incentive Compensation Plan was approved by approximately 77% of the shares voted.
  • 6The filing includes amendments to the Certificate of Incorporation and By-Laws as exhibits, reflecting the approved corporate governance changes.

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