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 26, 2018





GREAT-WEST LIFE & ANNUITY INSURANCE COMPANY


(Exact name of registrant as specified in its charter)


Colorado333-0117384-0467907(State or other jurisdiction of incorporation)(Commission File No.)(IRS Employer Identification No.)


8515 East Orchard Road, Greenwood Village, Colorado80111(Address of principal executive offices)(Zip Code)





(303) 737-3000(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 (see General Instruction A.2):


[  ]  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 (§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. [  ]


-------------------------------------------------------------------------------------------------------------------------------------------





-1-


---










ITEM 5.07 SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS


On June 26, 2018, the following members of the Board of Directors of Great-West Life & Annuity Insurance Company (the “Registrant”) were unanimously elected by written consent in lieu of an annual meeting of the Registrant’s sole shareholder, GWL&A Financial Inc., which holds 7,320,176 votes, representing the total issued and outstanding Common Shares of the Registrant.





Director Nominees





John L. Bernbach


Robin Bienfait


Marcel R. Coutu


André Desmarais


Paul Desmarais, Jr.


Gary A. Doer


Gregory J. Fleming


Claude Généreux


Alain Louvel


Paula B. Madoff


Paul A. Mahon


R. Jeffrey Orr


Robert L. Reynolds


T. Timothy Ryan, Jr.


Jerome J. Selitto


Gregory D. Tretiak


Brian E. Walsh





























SIGNATURE





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.








Date: June 27, 2018


GREAT-WEST LIFE & ANNUITY INSURANCE COMPANY








By: /s/ Richard G. Schultz


Name: Richard G. Schultz


Title: General Counsel and Chief Legal Officer





-2-