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 (Date of earliest event reported)

May 1211, ~~2016~~2017

INVESTORS HERITAGE CAPITAL CORPORATION

(Exact name of registrant as specified in its charter)

KENTUCKY	000-01999	61-6030333
(State or other jurisdiction	(Commission	(IRS Employer
of incorporation)	File Number)	Identification No.)

200 Capital Avenue Frankfort, Kentucky	40601
(Address of principal executive offices)	(Zip Code)

(502) 223-2361

(Registrant's telephone number, including area code)

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))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2 of the Securities Exchange Act of 1934.

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.

	(a)	The 2016 annual meeting of the stockholders of Investors Heritage Capital Corporation was held May 12, 2016 at 11:00 a.m. at which time the stockholders were asked to vote on the proposals set forth in (b) below:
	(b)	The proposals voted upon at the 2016 annual meeting of stockholders of Investors Heritage Capital Corporation and the results thereof are as follows:
		(1) to elect three (3) directors to hold office for a term of three (3) years or until their successors are duly elected and qualified.
		The following individuals were elected and the number of votes cast was as follows:

(a)

The 2017 annual meeting of the stockholders of Investors Heritage Capital Corporation was held May 11, 2017 at 11:00 a.m. at which time the stockholders were asked to vote on the proposals set forth in (b) below:

		WITHHELD
	FOR	AUTHORITY
Gordon C. Duke	791,442	1,937
Harry Lee Waterfield II	791,119	2,260
Michael F. Dudgeon, Jr.	789,200	4,179

(b) The proposals voted upon at the 2017 annual meeting of stockholders of Investors Heritage Capital Corporation and the results thereof are as follows:

(1) to elect three (3) directors to hold office for a term of three (3) years or until their successors are duly elected and qualified.

The following individuals were elected and the number of votes cast was as follows:

	FOR		WITHHELD AUTHORITY
Harold G. Doran, Jr.		791,898		5,049
David W. Reed		791,830		5,117
Helen S. Wagner		794,155		2,792

(2) to approve a non-binding resolution to approve the compensation of Investors Heritage Life Insurance Company’s named executive officers.

FOR	~~762,392~~	765,372
AGAINST	~~19,721~~	20,549
ABSTAIN	~~11,266~~	11,026

Item 9.01. Financial Statements and Exhibits.

(a)

Not applicable

(b)

Not applicable

(c)

Not applicable

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.

	INVESTORS HERITAGE CAPITAL CORPORATION
Date: May 16, 2016	By:	/s/ Harry Lee Waterfield II
Date: May 15, 2017	By: /s/Harry Lee Waterfield II
		Harry Lee Waterfield II
	Harry Lee Waterfield II President
		President

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