Platinum Underwriters Holdings, Ltd. (Form: 8-K)  

 


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):   April 27, 2011

Platinum Underwriters Holdings, Ltd.
__________________________________________
(Exact name of registrant as specified in its charter)

     
Bermuda 001-31341 98-0416483
_____________________
(State or other jurisdiction
_____________
(Commission
______________
(I.R.S. Employer
of incorporation) File Number) Identification No.)
      
The Belvedere Building, 69 Pitts Bay Road, Pembroke, Bermuda   HM 08
_________________________________
(Address of principal executive offices)
  ___________
(Zip Code)
     
Registrant’s telephone number, including area code:   (441) 295-7195

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:

[  ]  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))


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Item 5.07 Submission of Matters to a Vote of Security Holders.

At the Annual General Meeting of Shareholders of Platinum Underwriters Holdings, Ltd. (the “Company”) held on April 27, 2011 (the “2011 AGM”), the Company’s shareholders (1) elected seven directors to the Board of Directors to serve until the 2012 Annual General Meeting of Shareholders; (2) approved the compensation paid to the Company’s named executive officers, as disclosed in the proxy statement for the 2011 AGM under the heading “Executive Compensation” pursuant to Item 402 of Regulation S-K, including the Compensation Discussion and Analysis, compensation tables and narrative discussion; (3) voted to hold an advisory vote on named executive officer compensation, as disclosed pursuant to Item 402 of Regulation S-K, every year; and (4) approved the nomination of KPMG, a Bermuda partnership, as the Company’s independent registered public accounting firm for the 2011 fiscal year. Set forth below are the voting results for these proposals:

1. To elect the following nominees to the Company’s Board of Directors:

                         
    For   Withheld   Broker Non-Votes
Dan R. Carmichael
    33,189,599       395,073       968,320  
A. John Hass
    33,126,025       458,647       968,320  
Antony P. D. Lancaster
    33,187,309       397,363       968,320  
Edmund R. Megna
    32,955,232       629,440       968,320  
Michael D. Price
    33,344,229       240,443       968,320  
James P. Slattery
    32,540,422       1,044,250       968,320  
Christopher J. Steffen
    33,322,017       262,655       968,320  

2.   To approve the compensation paid to the Company’s named executive officers, as disclosed in the proxy statement for the 2011 AGM under the heading “Executive Compensation” pursuant to Item 402 of Regulation S-K, including the Compensation Discussion and Analysis, compensation tables and narrative discussion.
                         
For   Against   Abstain   Broker Non-Votes
30,621,066
    2,579,760       383,846       968,320  

3.   To hold an advisory vote on named executive officer compensation, as disclosed pursuant to Item 402 of Regulation S-K every year, every two years or every three years.
                                 
1 Year   2 Years   3 Years   Abstain   Broker Non-Votes
28,036,284
    4,224       5,167,677       376,487       968,320  

4.   To approve the nomination of KPMG, a Bermuda partnership, as the Company’s independent registered public accounting firm for the 2011 fiscal year.
                         
For   Against   Abstain   Broker Non-Votes
34,535,156
    7,983       9,853       0  

In light of the vote on proposal number 3 and the recommendation of the Board of Directors, the Company has decided that it will include a shareholder advisory vote on named executive officer compensation in its proxy materials every year until the next required vote on the frequency of shareholder votes on named executive officer compensation.


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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.

         
    Platinum Underwriters Holdings, Ltd.
          
April 28, 2011   By:   Michael E. Lombardozzi
       
        Name: Michael E. Lombardozzi
        Title: Executive Vice President, General Counsel and Chief Administrative Officer