Item
5.07. Submission of Matters to a Vote of Security Holders.
The
Annual Meeting of Stockholders (the “Annual Meeting”) of Security National Financial Corporation (the “Company”)
was held on June 23, 2023, in Salt Lake City, Utah. As of April 21, 2023, the record date, there were issued and outstanding 18,099,690
votable shares of Class A common stock and 2,854,907 votable shares of Class C common stock for a total of 20,954,597 votable shares
of the Company’s common stock outstanding. A majority of the outstanding shares of Class A and Class C common stock (or 10,477,299
shares) constituted a quorum for the transaction of business at the Annual Meeting. A total of 14,117,706 votes were cast, which was
a majority of the outstanding shares of Class A and Class C common stock, and thus a quorum for purposes of the Annual Meeting.
At
the Annual Meeting, the Company’s stockholders (i) approved the election of Scott M. Quist, Ludmya B. Love, Adam G. Quist, H. Craig
Moody, Jason G. Overbaugh, John L. Cook, Robert G. Hunter, Gilbert A. Fuller, Shital A. Mehta, and S. Andrew Quist as directors of the
Company; (ii) approved, on an advisory basis, the compensation of the Company’s named executive officers; (iii) approved a non-binding
advisory resolution that the shareholders be asked to approve, on an advisory basis, the compensation of the Company’s Named Executive
Officers every three years during the next six years; and (iv) ratified the appointment of Deloitte & Touche, LLP as the Company’s
independent registered public accountants for the fiscal year ending December 31, 2023.
The
results of the voting at the Annual Meeting on the matters submitted to the stockholders are set forth below. The voting results at the
Annual Meeting set forth below reflect the weighted voting for the Class C common shares, which have a weighted voting of ten votes per
share.
1.
To elect four directors to be voted upon by the Class A common stockholders voting separately as a class to serve until the next Annual
Meeting and until their successors are duly elected and qualified:
Name | |
Class | |
Votes For | | |
Votes Withheld | | |
Total | |
Scott M. Quist | |
Class A | |
| 11,051,451 | | |
| 240,220 | | |
| 11,291,671 | |
Ludmya B. Love | |
Class A | |
| 10,143,218 | | |
| 1,148,453 | | |
| 11,291,671 | |
Adam G. Quist | |
Class A | |
| 10,994,688 | | |
| 296,983 | | |
| 11,291,671 | |
H. Craig Moody | |
Class A | |
| 10,006,634 | | |
| 1,285,037 | | |
| 11,291,671 | |
2.
To elect the remaining six directors to be voted upon by the Class A and Class C common stockholders together to serve until the next
Annual Meeting and until their successors are duly elected and qualified:
Name | |
Class | |
Votes For | | |
Votes Withheld | | |
Total | |
Jason G. Overbaugh | |
Class A | |
| 11,018,980 | | |
| 272,691 | | |
| 11,291,671 | |
| |
Class C | |
| 28,260,350 | | |
| - | | |
| 28,260,350 | |
| |
Total | |
| 39,279,330 | | |
| 272,691 | | |
| 39,552,021 | |
| |
| |
| | | |
| | | |
| | |
John L. Cook | |
Class A | |
| 10,152,423 | | |
| 1,139,248 | | |
| 11,291,671 | |
| |
Class C | |
| 28,260,350 | | |
| - | | |
| 28,260,350 | |
| |
Total | |
| 38,412,773 | | |
| 1,139,248 | | |
| 39,552,021 | |
| |
| |
| | | |
| | | |
| | |
Robert G. Hunter, MD | |
Class A | |
| 10,051,530 | | |
| 1,240,141 | | |
| 11,291,671 | |
| |
Class C | |
| 28,260,350 | | |
| - | | |
| 28,260,350 | |
| |
Total | |
| 38,311,880 | | |
| 1,240,141 | | |
| 39,552,021 | |
| |
| |
| | | |
| | | |
| | |
Gilbert A. Fuller | |
Class A | |
| 10,086,084 | | |
| 1,205,587 | | |
| 11,291,671 | |
| |
Class C | |
| 28,260,350 | | |
| - | | |
| 28,260,350 | |
| |
Total | |
| 38,346,434 | | |
| 1,205,587 | | |
| 39,552,021 | |
| |
| |
| | | |
| | | |
| | |
Shital A. Mehta | |
Class A | |
| 10,143,489 | | |
| 1,148,182 | | |
| 11,291,671 | |
| |
Class C | |
| 28,260,350 | | |
| - | | |
| 28,260,350 | |
| |
Total | |
| 38,403,839 | | |
| 1,148,182 | | |
| 39,552,021 | |
| |
| |
| | | |
| | | |
| | |
S. Andrew Quist | |
Class A | |
| 10,994,743 | | |
| 296,928 | | |
| 11,291,671 | |
| |
Class C | |
| 28,260,350 | | |
| - | | |
| 28,260,350 | |
| |
Total | |
| 39,255,093 | | |
| 296,928 | | |
| 39,552,021 | |
3.
To approve, on an advisory basis, the compensation of the Company’s Named Executive
Officers:
Class | |
Votes For | | |
Votes Against | | |
Votes Abstaining | |
| |
| | |
| | |
| |
Class A | |
| 10,731,113 | | |
| 539,876 | | |
| 20,682 | |
Class C | |
| 28,260,350 | | |
| - | | |
| - | |
Total | |
| 38,991,463 | | |
| 539,876 | | |
| 20,682 | |
4.
To approve a non-binding, advisory resolution to determine whether, during the next six years, the Company’s shareholders will
be asked to approve, on an advisory basis, the compensation of the Company’s Named Executive Officers every one, two or three years:
Class | |
Votes For Every 1 Year | | |
For Every 2 Years | | |
For Every 3 Years | | |
Abstain | |
| |
| | | |
| | | |
| | | |
| | |
Class A | |
| 1,783,286 | | |
| 51,034 | | |
| 9,454,274 | | |
| 3,077 | |
Class C | |
| - | | |
| - | | |
| 28,260,350 | | |
| - | |
Total | |
| 1,783,286 | | |
| 51,034 | | |
| 37,714,624 | | |
| 3,077 | |
The
Company has determined to hold the vote, on an advisory basis, every three years for the next six years.
5.
To ratify the appointment of Deloitte & Touche, LLP as the Company’s independent registered public accountants for the year
ending December 31, 2023:
Class | |
Votes For | | |
Votes Against | | |
Votes Abstaining | |
| |
| | |
| | |
| |
Class A | |
| 13,797,081 | | |
| 10,304 | | |
| 1,696 | |
Class C | |
| 28,260,350 | | |
| - | | |
| - | |
Total | |
| 42,057,431 | | |
| 10,304 | | |
| 1,696 | |