-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, HrmkmrZLj2wI31BHJF98YdBKa3HTR4iG8dTcjVF1kypIpvCcpSL3/eTM1l/sbeqx 6NpL/U03CtmT/cbsPgEy0A== 0000950152-04-005151.txt : 20040701 0000950152-04-005151.hdr.sgml : 20040701 20040701104215 ACCESSION NUMBER: 0000950152-04-005151 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20040701 ITEM INFORMATION: Financial statements and exhibits ITEM INFORMATION: Regulation FD Disclosure FILED AS OF DATE: 20040701 FILER: COMPANY DATA: COMPANY CONFORMED NAME: BANCINSURANCE CORP CENTRAL INDEX KEY: 0000276400 STANDARD INDUSTRIAL CLASSIFICATION: FIRE, MARINE & CASUALTY INSURANCE [6331] IRS NUMBER: 310790882 STATE OF INCORPORATION: OH FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-08738 FILM NUMBER: 04893326 BUSINESS ADDRESS: STREET 1: 250 EAST BROAD STREET STREET 2: 10TH FLOOR CITY: COLUMBUS STATE: OH ZIP: 43215 BUSINESS PHONE: 6142282800 MAIL ADDRESS: STREET 1: 250 EAST BROAD STREET STREET 2: 10TH FLOOR CITY: COLUMBUS STATE: OH ZIP: 43215 8-K 1 l08206ae8vk.txt BANCINSURANCE CORPORATION 8-K 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): July 1, 2004 --------------------------- BANCINSURANCE CORPORATION - ------------------------------------------------------------------------------- (Exact name of registrant as specified in its charter) OHIO 0-8738 31-0790882 - ------------------------------------------------------------------------------- (State or other jurisdiction (Commission (IRS Employer of incorporation) File Number) Identification No.) 250 EAST BROAD STREET, 10th FLOOR, COLUMBUS, OHIO 43215 - ------------------------------------------------------------------------------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code (614) 220-5220 ---------------------------- - ------------------------------------------------------------------------------- (Former name or former address, if changed since last report) Index to Exhibits is on Page 3. Item 7. Financial Statements and Exhibits (a) None required. (b) None required. (c) Exhibits. 99.1 Press Release issued July 1, 2004 99.2 Press Release issued July 1, 2004 Item 9. Regulation FD Disclosure On July 1, 2004, Bancinsurance Corporation issued a press release announcing that its Board of Directors has increased the number of directors to eight and elected Douglas G. Borror a director effective July 1, 2004. On July 1, 2004, Bancinsurance Corporation issued a press release announcing that Sally J. Cress, its Principal Financial Officer, will be retiring effective September 1, 2004. Bancinsurance Corporation simultaneously announced the appointment of Matthew C. Nolan to succeed Mrs. Cress as the Company's Principal Financial Officer, effective July 1, 2004. 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. BANCINSURANCE CORPORATION Date: July 1, 2004 By: /s/ John S. Sokol ------------ --------------------------- John S. Sokol, President 2 INDEX TO EXHIBITS Exhibit Number Description - -------------- ----------- 99.1 Press Release issued July 1, 2004 99.2 Press Release issued July 1, 2004 3 EX-99.1 2 l08206aexv99w1.txt EXHIBIT 99.1 EXHIBIT 99.1 COLUMBUS, Ohio (July 1, 2004) Bancinsurance Corporation (NASDAQ: BCIS), a specialty insurance company, today announced the election of Douglas G. Borror, 48, to the Board of Directors effective July 1, 2004. His election increases the Board of Directors to eight and the number of independent directors to five. Mr. Borror will also serve on the Board of Directors of Ohio Indemnity, a wholly-owned subsidiary. "Mr. Borror was selected on the basis of his strong credentials and the diversity of leadership and experience he brings to our board," said Si Sokol, Chairman and Chief Executive Officer. "Specifically, his extensive business experience and successful management of a public company will provide a valuable perspective. This board expansion will provide additional oversight for the continued focused growth we expect at Bancinsurance Corporation over the coming years." Mr. Borror has been Chairman of the Board of Directors of Dominion Homes, Inc. (NASDAQ: DHOM) since 1999 and has served as its Chief Executive Officer since September 1992. He is currently on the Board of Directors of Columbia Gas of Ohio, Inc., The Huntington National Bank, Capital South Redevelopment Corporation, The Wellington School, Recreation Unlimited and is a member of the Board of Trustees of The Ohio State University. Bancinsurance Corporation, headquartered in Columbus, Ohio, is principally engaged through its property/casualty insurance subsidiary, Ohio Indemnity Company, in underwriting specialty insurance. Lender/dealer insurance products include our Ultimate Loss Insurance(R), creditor placed insurance and guaranteed auto protection products. These products protect banks and other lenders against risk arising from theft or damage to certain loan collateral where the borrower has failed to secure or maintain adequate insurance coverage. The Company's unemployment compensation products are utilized by not-for-profit entities that elect to not pay the unemployment compensation tax and instead reimburse the state unemployment agencies for benefits paid by the agencies to the entities' former employees. The Company also assumes bail bond coverage. 4 EX-99.2 3 l08206aexv99w2.txt EXHIBIT 99.2 EXHIBIT 99.2 COLUMBUS, Ohio (July 1, 2004) Bancinsurance Corporation (NASDAQ: BCIS), a specialty insurance company, today announced the retirement of Sally J. Cress effective September 1, 2004. Matthew C. Nolan has been appointed to succeed Mrs. Cress as the Company's Principal Financial Officer, effective today. Mrs. Cress has served as Secretary and Treasurer of Bancinsurance Corporation and Ohio Indemnity Company, a wholly-owned subsidiary, since March 4, 1985 and was elected a Director of Ohio Indemnity Company on November 20, 1992. John S. Sokol, President, said, "We appreciate the many contributions Sally has made over the past 19 years. During this period the Company significantly increased its business through expanded product offerings and entry into new markets. Sally was instrumental in helping us successfully manage this growth and maintaining strong financial controls and reporting. She has consistently accepted increased responsibilities, demonstrated strong initiative, and commitment to the Company's performance. We wish her the best in her future endeavors." Mr. Nolan has served as Manager of Finance & Reporting since joining Bancinsurance Corporation on April 18, 2003. He was previously employed by KPMG LLP from 1997 until he joined the Company last year. While at KPMG LLP, Mr. Nolan was an Audit Manager in the financial services sector with a specialized focus in the insurance industry. Mr. Nolan graduated summa cum laude from Ohio University with a Bachelor of Business Administration degree in accounting. He is a Certified Public Accountant and a member of the American Institute of Certified Public Accountants, the Ohio Society of Certified Public Accountants, and the Insurance Accounting and Systems Association. Mr. Sokol, added, "Matt is an outstanding and well-respected leader. His professional background combined with contributions he has made since joining the Company last year will provide continuity in our financial management. I look forward to working with Matt and the entire management team to continue implementing the Company's focused growth strategy." Bancinsurance Corporation, headquartered in Columbus, Ohio, is principally engaged through its property/casualty insurance subsidiary, Ohio Indemnity Company, in underwriting specialty insurance. Lender/dealer insurance products include our Ultimate Loss Insurance(R), creditor placed insurance and guaranteed auto protection products. These products protect banks and other lenders against risk arising from theft or damage to certain loan collateral where the borrower has failed to secure or maintain adequate insurance coverage. The Company's unemployment compensation products are utilized by not-for-profit entities that elect to not pay the unemployment compensation tax and instead reimburse the state unemployment agencies for benefits paid by the agencies to the entities' former employees. The Company also assumes bail bond coverage. 5 -----END PRIVACY-ENHANCED MESSAGE-----