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): August 29, 2014
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 5.02. | Departure of Directors or Certain officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
On August 29, 2014, our Board of Directors granted Donald H. Nikolaus a temporary medical leave of absence from his duties and responsibilities as our Chief Executive Officer, with the express understanding that, upon the conclusion of his medical leave, Mr. Nikolaus will resume his position as our Chief Executive Officer. During the period of his leave of absence, Mr. Nikolaus will continue to serve as President and Chief Executive Officer of Donegal Mutual Insurance Company (“Donegal Mutual”) and in all of the other capacities of the Donegal entities to the extent he currently so serves.
On August 29, 2014, our Board of Directors also appointed Kevin G. Burke to serve as our Acting Chief Executive Officer during the leave of absence of Mr. Nikolaus. Mr. Burke will fulfill his duties and responsibilities in consultation and cooperation with the Executive Committee of our Board of Directors and our Board of Directors. Mr. Burke, age 49, has served as our Executive Vice President and Chief Operating Officer since April 2014. Mr. Burke served as Senior Vice President of Human Resources of Donegal Mutual and us from 2005 to April 2014 and as Vice President of Human Resources of Donegal Mutual and us from 2001 to 2005. In light of the additional responsibilities the Board of Directors has assigned to Mr. Burke, during Mr. Burke’s term of service as Acting Chief Executive Officer, we will pay Mr. Burke additional compensation at an annual rate of $50,000 greater than his current salary.
We issued a press release on August 29, 2014, which we are filing as an exhibit to this Form 8-K and which we incorporate by reference into this Item 5.02.
| Item 9.01. | Financial Statements and Exhibits. |
| Exhibit |
Exhibit Description | |
| 99.1 | Press Release dated August 29, 2014. | |
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, Executive Vice | ||
| President and Chief Financial Officer | ||
Date: August 29, 2014
EXHIBIT 99.1
DONEGAL GROUP INC.
CHIEF EXECUTIVE OFFICER TO TAKE MEDICAL LEAVE OF ABSENCE
Jeffrey D. Miller
Executive Vice President & Chief Financial Officer
Phone: (717) 426-1931
Fax: (717) 426-7009
E-mail: jeffmiller@donegalgroup.com
For Immediate Release
MARIETTA, Pennsylvania, August 29, 2014 – Donegal Group Inc. (NASDAQ: DGICA and DGICB), announced today that its chief executive officer, Donald H. Nikolaus, will be on a temporary medical leave of absence.
The Board has named Kevin G. Burke to serve as DGI’s acting chief executive officer during Mr. Nikolaus’ recovery period. Mr. Nikolaus will continue to serve as President and Chief Executive Officer of Donegal Mutual Insurance Company and his other Donegal positions while he recovers. Mr. Nikolaus stated, “I am committed to remain as active as I can be in our business as my health permits and plan to return at the conclusion of my medical leave. I am confident that Kevin Burke and the other members of our experienced management team will successfully execute our strategic business plans.”
About Donegal Group Inc.
Donegal Group Inc. is an insurance holding company with insurance subsidiaries offering personal and commercial property and casualty lines of insurance in 22 Mid-Atlantic, Midwestern, New England and Southern states. The insurance subsidiaries of DGI and Donegal Mutual Insurance Company conduct business together as the Donegal Insurance Group. The Donegal Insurance Group has an A.M. Best rating of A (Excellent). Donegal Mutual Insurance Company and DGI together own Donegal Financial Services Corporation, a grandfathered unitary savings and loan holding company, that owns Union Community Bank, a state savings bank.
DGI’s Class A common stock and Class B common stock trade on NASDAQ under the symbols DGICA and DGICB, respectively.
We base all statements contained in this release that are not historic facts on our current expectations. These statements are forward-looking in nature (as defined in the Private Securities Litigation Reform Act of 1995) and involve a number of risks and uncertainties, including the statements relating to the temporary medical leave of absence of Mr. Nikolaus, that Mr. Nikolaus will remain on our board of directors during his absence, that Mr. Burke and our other executive officers will continue to execute our
strategic plan and that Mr. Nikolaus will return as our President and Chief Executive Officer upon his recovery. You should not place undue reliance on any such forward-looking statements. We disclaim any obligation to update such statements or to announce publicly the results of any revisions that we may make to any forward-looking statements to reflect the occurrence of anticipated or unanticipated events or circumstances after the date of such statements.
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