0001193125-12-094537.txt : 20120302 0001193125-12-094537.hdr.sgml : 20120302 20120302163041 ACCESSION NUMBER: 0001193125-12-094537 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20120216 ITEM INFORMATION: Regulation FD Disclosure FILED AS OF DATE: 20120302 DATE AS OF CHANGE: 20120302 FILER: COMPANY DATA: COMPANY CONFORMED NAME: DONEGAL GROUP INC CENTRAL INDEX KEY: 0000800457 STANDARD INDUSTRIAL CLASSIFICATION: FIRE, MARINE & CASUALTY INSURANCE [6331] IRS NUMBER: 232424711 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-15341 FILM NUMBER: 12663315 BUSINESS ADDRESS: STREET 1: 1195 RIVER RD PO BOX 302 CITY: MARIETTA STATE: PA ZIP: 17547-0302 BUSINESS PHONE: 7174261931 MAIL ADDRESS: STREET 1: 1195 RIVER ROAD STREET 2: BOX 302 CITY: MARIETTA STATE: PA ZIP: 17547 8-K 1 d310803d8k.htm FORM 8-K Form 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): February 16, 2012

 

 

Donegal Group Inc.

(Exact name of registrant as specified in its charter)

 

 

 

Delaware   0-15341   23-02424711

(State or other jurisdiction

of incorporation)

  

(Commission

file number)

  

(I.R.S. employer

identification no.)

 

1195 River Road, Marietta, Pennsylvania   17547
(Address of principal executive offices)   (Zip code)

Registrant’s telephone number, including area code: 717-426-1931

Not Applicable

(Former name or former address, if changed since last report)

 

 

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 7.01. Regulation FD Disclosure.

The Securities and Exchange Commission (the “SEC”), by letter dated February 16, 2012, advised Donegal Group Inc. (“DGI”) that the SEC staff would not recommend enforcement action to the SEC if DGI omits stockholder proposals regarding a potential sale or merger of DGI from the proxy materials for DGI’s 2012 annual meeting of stockholders. Accordingly, DGI will not include the stockholder proposals in the proxy statement for its April 19, 2012 annual meeting of stockholders.

In addition, Donegal Mutual Insurance Company (“Donegal Mutual”), which owns approximately two-thirds of the aggregate voting power of the outstanding Class A common stock and the outstanding Class B common stock of DGI, informed DGI that if DGI were to include the putative stockholder proposals in the proxy statement for DGI’s 2012 annual meeting of stockholders, Donegal Mutual would have voted against the stockholder proposals.

 

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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.

 

DONEGAL GROUP INC.
By:  

/s/ Jeffrey D. Miller

  Jeffrey D. Miller, Senior Vice
      President and Chief Financial Officer

Date: March 2, 2012

 

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