form8kdtd81115.htm
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549

 


FORM 8-K


CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934


Date of Report:  August 11, 2015
(Date of earliest event reported)


KINGSTONE COMPANIES, INC.
(Exact Name of Registrant as Specified in Charter)


Delaware
  
0-1665
  
36-2476480
(State or Other Jurisdiction of Incorporation)
  
(Commission File No.)
  
(IRS Employer Identification Number)

15 Joys Lane, Kingston, NY
    12401
(Address of Principal Executive Offices)
(Zip Code)


Registrant's telephone number, including area code: (845) 802-7900

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))


 
 
 
 

Item 2.02.                      Results of Operations and Financial Condition.
 
On August 12, 2015, Kingstone Companies, Inc. (the “Company”) issued a press release (the “Press Release”) announcing its financial results for the fiscal period ended June 30, 2015.  The Press Release also announced that the Company’s Board of Directors has declared a $.05 per share quarterly dividend payable on September 15, 2015 to stockholders of record as of the close of business on August 31, 2015.  A copy of the Press Release is furnished as Exhibit 99.1 hereto.

The information in the Press Release is being furnished, not filed, pursuant to this Item 2.02.  Accordingly, the information in the Press Release will not be incorporated by reference into any registration statement filed by the Company under the Securities Act of 1933, as amended, unless specifically identified therein as being incorporated therein by reference.  The furnishing of the information in this Report is not intended to, and does not, constitute a determination or admission by the Company that the information in this Report is material or complete, or that investors should consider this information before making an investment decision with respect to any security of the Company.

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

On August 11, 2015, the Company held its Annual Meeting of Stockholders (the “Annual Meeting”).  The following is a listing of the votes cast for or withheld, and the number of broker non-votes, with respect to each nominee for director and a listing of the votes cast for and against, as well as abstentions and broker-non votes, with respect to the other matters voted upon at the Annual Meeting.  The Company’s stockholders elected each of the nominees as a director, approved the Company’s 2014 Equity Participation Plan and ratified the selection of Marcum LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2015.

1.  
Election of Board of Directors:

  For
Number of Shares
Withheld
 Broker Non-Votes
Barry B. Goldstein     
4,241,582
27,574
2,037,539
Jay M. Haft
4,186,828
82,328
2,037,539
Jack D. Seibald
4,186,843
82,313
2,037,539
Floyd R. Tupper
4,186,828
82,328
2,037,539
 
2.           Approval of the Company’s 2014 Equity Participation Plan:

For
3,754,727
Against  
   393,581
Abstentions
   120,848
Broker Non-Votes
2,037,539

 
 
 
3.           Ratification of the selection of Marcum LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2015:

For
 6,234,767
Against  
  68,622
Abstentions
        3,306
 
 


Item 9.01.                      Financial Statements and Exhibits.

(d)           Exhibits:

99.1           Press release, dated August 12, 2015, issued by Kingstone Companies, Inc.
 
 
 

 
 
 
 

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.

  KINGSTONE COMPANIES, INC.  
       
Dated: August 12, 2015
By:
/s/ Barry B. Goldstein  
    Barry B. Goldstein   
    Chief Executive Officer