0001193125-20-112924.txt : 20200421 0001193125-20-112924.hdr.sgml : 20200421 20200421083802 ACCESSION NUMBER: 0001193125-20-112924 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20200416 ITEM INFORMATION: Submission of Matters to a Vote of Security Holders FILED AS OF DATE: 20200421 DATE AS OF CHANGE: 20200421 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: 20804040 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 d921332d8k.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): April 16, 2020

 

 

    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))

 

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of Each Class

   

Trading

Symbols

   

Name of Exchange

on Which Registered

Class A Common Stock, $.01 par value    DGICA    The NASDAQ Global Select Market
Class B Common Stock, $.01 par value    DGICB    The NASDAQ Global Select Market

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.  ☐

 

 

 

Item  5.07.

Submission of Matters to a Vote of Security Holders.

We held our annual meeting of stockholders on April 16, 2020. The results of the voting at our annual meeting of stockholders were as follows:

 

  •  

The total number of votes represented at the annual meeting in person or by proxy by the holders of our Class A common stock and the holders of our Class B common stock was 7,411,730 of the total of 7,904,478 votes entitled to vote at the annual meeting by the holders of all shares of Class A common stock and all shares of Class B common stock outstanding on the record date.

 

  •  

At the annual meeting, the stockholders elected Kevin G. Burke, Jack L. Hess, David C. King and Annette B. Szady as Class A Directors to serve for a term of three years and until their successors take office. The votes cast for the election of Class A Directors were as follows:

 

     Number of Votes  
     For      Withheld      Broker
Non-Votes		  

Kevin G. Burke

      7,057,235        93,682        260,813  

Jack L. Hess

      7,043,712        107,205        260,813  

David C. King

      7,069,012        81,905        260,813  

Annette B. Szady

      7,068,828        82,089        260,813  

There were no other nominations of candidates for election as Class A Director. There were no abstentions with respect to the election of Class A Directors.

Our stockholders also voted to approve the following additional actions:

 

  •  

Approval, on a non-binding advisory basis, of the compensation of our named executive officers.

 

Number of Votes

For

  

Against

  

Abstain

  

Broker Non-Votes

7,062,207   84,954   3,755   260,814

 

  •  

Ratification of the selection by the audit committee of our board of directors of KPMG LLP as our independent registered public accounting firm for 2020.

 

Number of Votes

For

  

Against

  

Abstain

  

Broker Non-Votes

7,364,977   45,688   1,065   —  

 

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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, Executive Vice

President and Chief Financial Officer

Date: April 21, 2020

 

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