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FORM 8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D. C. 20549

CURRENT REPORT

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

Date of Report (Date of earliest event reported): November 10, 2017

INDEPENDENCE HOLDING COMPANY

(Exact name of registrant as specified in its charter)

Delaware

001-32244

58-1407235

(State or other jurisdiction of incorporation or organization)

(Commission File Number)

(I.R.S. Employer Identification No.)

96 Cummings Point Road, Stamford, Connecticut

06902

(Address of principal executive offices)

(Zip Code)

Registrant's telephone number, including area code: (203) 358-8000

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 240a-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 240.13a-4(c))

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).

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) if the Exchange Act. ¨

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

The Annual Meeting of Stockholders of Independence Holding Company (the “Company”) was held on November 10, 2017. Matters submitted to stockholders at the meeting and the voting results thereof were as follows:

Proposal One – Election of Directors

The stockholders of the Company elected each of the following director nominees proposed by the Company’s Board of Directors to serve until the next annual meeting of stockholders of the Company. The voting results for each director nominee are set forth below.

Name

For

Withheld

Broker Non-Votes

Mr. Larry R. Graber

11,463,104

1,350,875

1,595,204

Ms. Teresa A. Herbert

11,124,542

1,689,437

1,595,204

Mr. David T. Kettig

11,461,344

1,352,635

1,595,204

Mr. Allan C. Kirkman

12,215,558

598,421

1,595,204

Mr. John L. Lahey

12,310,072

503,907

1,595,204

Mr. Steven B. Lapin

11,492,604

1,321,375

1,595,204

Mr. Ronald I. Simon

12,670,500

143,479

1,595,204

Mr. James G. Tatum, C.F.A.

12,213,966

600,013

1,595,204

Mr. Roy T. K. Thung

11,569,518

1,244,461

1,595,204

Proposal Two – Ratification of Appointment of Independent Auditors

The stockholders of the Company ratified the appointment of RSM US LLP as the Company’s independent auditor for the fiscal year ended December 31, 2017. The voting results for the appointment of RSM US LLP are set forth below.

For

Against

Abstention

Broker Non-Votes

14,407,575

1,210

398

0

Proposal Three –Executive Officer Compensation

The stockholders of the Company ratified, on a non-binding advisory basis, the compensation paid to the Company’s named executive officers as disclosed in the Company’s proxy statement. The voting results are set forth below.

For

Against

Abstention

Broker Non-Votes

11,038,736

1,762,844

12,399

1,595,204

Proposal Four – Frequency of Advisory Vote on Executive Officer Compensation

The stockholders of the Company ratified, on a non-binding advisory basis, that the non-binding advisory vote regarding the compensation of the Company’s named executive officers be taken every three years. The voting results are set forth below:

Every Three Years

Every Two Years

Every Year

Abstention

Broker Non-Votes

9,999,864

27,958

2,764,905

21,252

1,595,204

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.

INDEPENDENCE HOLDING COMPANY

Date: November 13, 2017

By:

/s/ Loan Nisser

Name: Loan Nisser

Title: Vice President and Secretary


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