Document



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): June 6, 2019
AMERICAN EQUITY
INVESTMENT LIFE HOLDING COMPANY
(Exact name of registrant as specified in its charter)

Iowa
001-31911
42-1447959
(State or other jurisdiction
of incorporation)
(Commission File Number)
(IRS Employer
Identification No.)
6000 Westown Parkway, West Des Moines, Iowa
50266
(Address of principal executive offices)
(Zip Code)
(515) 221-0002
(Registrant's telephone number, including area code)
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:
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))

Securities registered pursuant to Section 12(b) of the Act:
Title of each class
Trading Symbol(s)
Name of each exchange on which registered
Common stock, par value $1
AEL
New York Stock Exchange

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 o
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. o







Item 5.07  Submission of Matters to a Vote of Security Holders
The Company held its Annual Meeting of Shareholders on June 6, 2019.  At the Annual Meeting, shareholders considered and voted upon three proposals:
The final results of the voting on each proposal were as follows:
1.
Election of Directors
Nominee
 
For
 
Withheld
 
Broker
Non-Votes
John M. Matovina
 
73,385,937

 
5,453,040

 
3,430,468

Alan D. Matula
 
78,054,616

 
784,361

 
3,430,468

Gerard D. Neugent
 
67,123,466

 
11,715,511

 
3,430,468

Mr. Matovina, Mr. Matula and Mr. Neugent were elected to serve for a term expiring at the 2022 Annual Meeting of Shareholders or until their successors are elected and qualified.

2.
Ratification of the Appointment of Independent Registered Public Accounting Firm
For
 
Against
 
Abstain
 
Broker
Non-Votes
80,235,696
 
1,859,564
 
174,185
 
The appointment of KPMG LLP as our independent auditor for the 2019 fiscal year was ratified.

3.
Advisory Vote on Executive Compensation
For
 
Against
 
Abstain
 
Broker
Non-Votes
59,530,407
 
18,865,587
 
442,978
 
3,430,473
The shareholders approved, on an advisory basis, the compensation of our named executive officers.






SIGNATURE
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.
Date: June 6, 2019
 
AMERICAN EQUITY
 
 
INVESTMENT LIFE HOLDING COMPANY
 
 
 
 
 
 
 
 
 
 
By:
/s/ John M. Matovina
 
 
 
John M. Matovina
 
 
 
Chief Executive Officer and President