Independent
Tenure on this board
17.7 yrs
5 nominees · 2 ballot items.
Elect five Class B directors to a two-year term and ratify the appointment of Deloitte & Touche LLP as the independent registered public accounting firm for fiscal 2026; plus transact other business if properly presented.
Elect Alec L. Poitevint, II; Kern M. Davis, M.D.; William H. Hood, III; Patrick F. Maroney; and Deirdre A. Brown as Class B directors to serve two-year terms until the 2028 annual meeting.
Ratify the appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for fiscal year ending December 31, 2026.
Proposal asks shareholders to ratify the Audit Committee’s selection of Deloitte as ACIC’s independent auditor for fiscal 2026. Management is seeking approval to confirm continuity with the incumbent auditor that has served since 2018 and to secure stockholder endorsement of the firm’s independence and qualifications. The appointment is routine, intended to ensure the company maintains an independent external audit function for financial reporting and regulatory compliance. The Audit Committee’s pre-approval policies govern permissible non-audit services and fees, and the proxy discloses fees for audit and non-audit services for 2024 and 2025. The Board recommends a vote FOR, citing Deloitte’s tenure and representations of independence; however, the proxy notes that ratification is not legally required and the Audit Committee retains discretion to change auditors regardless of the vote. If shareholders do not ratify, the Audit Committee would reconsider the appointment, but may retain Deloitte. The practical impact for shareholders is limited, as the committee controls auditor selection; the vote serves as advisory oversight and a signal of confidence or concern regarding audit quality and costs.
| # | Owner | % of shares | Shares | Value |
|---|---|---|---|---|
| 1 | Tieton Capital Management, LLC | 2.63% | 1,273,455 | $14M |
| 2 | Empyrean Capital Partners, LP | 2.33% | 1,126,987 | $13M |
| 3 | VANGUARD CAPITAL MANAGEMENT LLC | 2.06% | 996,641 | $11M |
| 4 | BlackRock, Inc. | 1.95% | 943,943 | $11M |
| 5 | PUNCH ASSOCIATES INVESTMENT MANAGEMENT, INC.Activist | 1.67% | 808,705 | $9M |
| 6 | AMERICAN CENTURY COMPANIES INC | 1.48% | 719,437 | $8M |
| 7 | BlackRock, Inc. | 1.44% | 698,124 | $8M |
| 8 | DIMENSIONAL FUND ADVISORS LP | 1.37% | 666,306 | $7M |
| 9 | SEI INVESTMENTS CO | 1.24% | 601,481 | $7M |
| 10 | TWO SIGMA INVESTMENTS, LP | 1.17% | 564,754 | $6M |
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