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) March 19, 2012

The Navigators Group, Inc.

(Exact Name of Registrant as Specified in Charter)

Delaware	0-15886	13-3138397
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)

6 International Drive, Rye Brook, New York	10573
(Address of Principal Executive Offices)	(Zip Code)

Registrant’s telephone number, including area code (914) 934-8999

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))

Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On March 19, 2012, Mr. W. Thomas Forrester, 63, notified The Navigators Group, Inc. (the “Company”) that he will retire from the Board of Directors of the Company (the “Board”) effective as of May 24, 2012, the date of the Company’s Annual Stockholder Meeting and the conclusion of Mr. Forrester’s current term. Mr. Forrester is the chairman of the Audit Committee of the Board and also serves as a member of the Compensation and Finance Committees. Mr. Forrester has been a director of the Company since 2006.

While subject to the Board’s annual re-election, it is anticipated that Geoffrey E. Johnson, a current member of the Audit Committee, will succeed Mr. Forrester as chairman of the Audit Committee.

A copy of the Company’s press release, dated March 23, 2012, announcing Mr. Forrester’s retirement is attached hereto as Exhibit 99.1 and incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits

(d) Exhibits

99.1 Press Release dated March 23, 2012.

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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.

THE NAVIGATORS GROUP, INC.
By:	/s/ Bruce J. Byrnes
	Name:	Bruce J. Byrnes
	Title:	Senior Vice President and General Counsel

Date: March 23, 2012

EXHIBIT INDEX

Exhibit No.	Exhibit
99.1	Press Release dated March 23, 2012.

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EX-99.1

Exhibit 99.1

	The Navigators Group, Inc.
CORPORATE NEWS

                                         Forrester to Retire from Navigators’ Board

NEW YORK, NY—The Navigators Group, Inc. (NASDAQ:NAVG) today announced that W. Thomas Forrester will retire from the Board of Directors at the conclusion of his current term on May 24, 2012.

Mr. Forrester has been a director since 2006 and served as the chairman of the Company’s Audit Committee since 2008, as well as a member of the Compensation and Finance Committees. Mr. Forrester retired after 23 years with Progressive Corporation in 2007, where he held various senior financial and operating positions including Chief Financial Officer.

While subject to the Board’s annual re-election, it is anticipated that Geoffrey E. Johnson will succeed Mr. Forrester as chairman of the Audit Committee. Mr. Johnson retired after 41 years with PricewaterhouseCoopers (PwC) in 2010, where he held senior management positions in the U.K., Europe and globally, including Chief Executive Officer of PwC’s Bermuda-based professional indemnity captive insurance company. Mr. Johnson has been a member of the Board and its Audit Committee since 2011.

“We are grateful to Tom for his years of dedicated Board service,” said Stanley A. Galanski, President and Chief Executive Officer. “He has been a thoughtful and trusted advisor and consistently demonstrated his commitment to our core values of integrity, professionalism and pride and to the growth of shareholder value.”

The Navigators Group, Inc. is an international specialty insurance holding company with insurance company operations, underwriting management companies, and operations at Lloyd’s of London. Headquartered in New York, Navigators has offices in major insurance centers in the United States, the United Kingdom and Continental Europe.

This press release may contain “forward-looking statements” as defined in the Private Securities Litigation Reform Act of 1995. Whenever used in this release, the words “estimate,” “expect,” “believe,” “may,” “will,” “intend,” “continue” or similar expressions are intended to identify such forward-looking statements. We cannot assure that results that we anticipate will be achieved, since results may differ materially because of known and unknown risks and uncertainties that we face. Please refer to Navigators’ most recent Forms 10-K and 10-Q and its other filings with the Securities and Exchange Commission for a description of Navigators’ business and the important factors that may affect that business. Navigators undertakes no obligation to publicly update or revise any forward-looking statement.

CONTACT:

Taha Ebrahimi

Media Inquiries

(914) 933-6209

tebrahimi@navg.com

www.navg.com