Heritage Insurance Holdings, Inc.

8-K · d121486d8k.htm

0001598665 2026-06-10 2026-06-10
  
  
 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 10, 2026
  
  

 HERITAGE INSURANCE HOLDINGS, INC.
 (Exact Name of Registrant as Specified in its Charter)
  
  

  

 Delaware
  
 001-36462
  
 45-5338504

 (State or Other Jurisdiction
 of Incorporation)

  
 (Commission
 File Number)

  
 (IRS Employer
 Identification No.)

  

 1401 N. Westshore Blvd
 Tampa , Florida

  
 33607

 (Address of Principal Executive Offices)
  
 (Zip Code)

 Registrant’s telephone number, including area code: (727) 362-7200
 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))

 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 $0.0001 per share
  
 HRTG
  
 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  ☐
 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. ☐
  
  
  

 Item 5.07
 Submission of Matters to a Vote of Security Holders

 Heritage Insurance Holdings, Inc. (the “Company”) held its annual meeting of stockholders on June 10, 2026 (the “Annual Meeting”). The matters voted on at the Annual Meeting and the final voting results as to each such matter are set forth below.
 Proposal No. 1: Election of Directors
 The following nominees were elected to the Board of Directors to serve until the 2027 annual meeting of stockholders, as follows:
  

  
   
 FOR
  
   
 WITHHELD
  
   
 BROKER NON-
 VOTES

  

 Panagiotis (Pete) Apostolou

   
  
 14,587,912
  
   
  
 3,000,935
  
   
  
 5,508,690
  

 Irini Barlas

   
  
 16,311,396
  
   
  
 1,277,451
  
   
  
 5,508,690
  

 Ernie Garateix

   
  
 17,019,685
  
   
  
 569,162
  
   
  
 5,508,690
  

 Joseph Vattamattam

   
  
 17,311,716
  
   
  
 277,131
  
   
  
 5,508,690
  

 Paul L. Whiting

   
  
 16,699,466
  
   
  
 889,381
  
   
  
 5,508,690
  

 Richard Widdicombe

   
  
 16,460,212
  
   
  
 1,128,635
  
   
  
 5,508,690
  

 Proposal No. 2: Ratification of Appointment of Plante & Moran, PLLC to Serve as Independent Registered Public Accounting Firm
 The ratification of Plante & Moran, PLLC to serve as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2026 was approved as follows:
  

 FOR

  
 AGAINST

  
 ABSTAIN

 22,960,126
  
 63,723
  
 73,688

 Proposal No. 3: Approval, on an Advisory Basis, of the Compensation of the Company’s Named Executive Officers
 The results of the vote to approve, on an advisory basis, the compensation of the Company’s named executive officers was as follows:
  

 FOR

  
 AGAINST

  
 ABSTAIN

  
 BROKER NON-
 VOTES

 16,268,417
  
 1,049,362
  
 271,068
  
 5,508,690

 Proposal No. 4: Approval, on Advisory Basis, of the Frequency of Future Advisory Votes on the Compensation of the Company’s Named Executive Officers
 The results of the vote to approve, on an advisory basis, the frequency of future advisory votes on the compensation of the Company’s named executive officers was as follows:
  

 ONE YEAR

  
 TWO YEARS

  
 THREE YEARS

  
 ABSTAIN

  
 BROKER NON-
 VOTES

 15,365,458
  
 91,456
  
 1,888,824
  
 243,109
  
 5,508,690

 SIGNATURES
 Pursuant to the requirements of the Exchange Act, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
  

  

  
 HERITAGE INSURANCE HOLDINGS, INC.

 Date: June 11, 2026
  

  
 By:
  
 /s/ Kirk Lusk

  

  

  
 Kirk Lusk
 Chief Financial Officer