-----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, LeAWkqbp3k4lk8gNQ9P2fosol02Dc05+TpfaW6JjO4E8AGdx3V8f3e9RgR2TGlXR U1Z/yckJFubQg82zqqZ2cg== 0000867579-05-000024.txt : 20050207 0000867579-05-000024.hdr.sgml : 20050207 20050207170334 ACCESSION NUMBER: 0000867579-05-000024 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20050202 ITEM INFORMATION: Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers ITEM INFORMATION: Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20050207 DATE AS OF CHANGE: 20050207 FILER: COMPANY DATA: COMPANY CONFORMED NAME: SAFECO CORP CENTRAL INDEX KEY: 0000086104 STANDARD INDUSTRIAL CLASSIFICATION: FIRE, MARINE & CASUALTY INSURANCE [6331] IRS NUMBER: 910742146 STATE OF INCORPORATION: WA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-06563 FILM NUMBER: 05581202 BUSINESS ADDRESS: STREET 1: 4333 BROOKLYN AVE NE STREET 2: SAFECO PLAZA CITY: SEATTLE STATE: WA ZIP: 98185 BUSINESS PHONE: 2065455000 MAIL ADDRESS: STREET 1: 4333 BROOKLYN AVE NE CITY: SEATTLE STATE: WA ZIP: 98185 FORMER COMPANY: FORMER CONFORMED NAME: GENERAL AMERICA CORP DATE OF NAME CHANGE: 19680529 8-K 1 en0841.txt 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 02/02/05 Date of Report (Date of earliest event reported) SAFECO CORPORATION (Exact name of registrant as specified in Charter) WASHINGTON 1-6563 91-0742146 (State or other (Commission (IRS Employer jurisdiction of File Number) Identification No.) incorporation) Safeco Plaza, Seattle, Washington 98185 (Address of principal executive officers) (Zip Code) (206) 545-5000 (Registrant's telephone number, including area code) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation to 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(b) Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers At its February 2, 2005 board meeting Safeco's Board of Directors accepted the resignations of William W. Krippaehne, Jr., a director since 1996, and of Norman B. Rice, a director since 1999. The reasons for the resignations are unrelated. Safeco has no disagreement with either individual. Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year Also effective at its February 2, 2005 meeting, the Board amended the corporation's bylaws to modify Article II, Section 1 to state that in lieu of a range, the number of directors will be set from time to time by resolution of the Board of Directors. The Board set the number of directors at nine. Item 9.01 Financial Statements and Exhibits Exhibit 99.1 - Bylaw Amendment Signature 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. SAFECO CORPORATION ------------------------------------------ Registrant Date: February 7, 2005 /s/ Stephanie Daley-Watson ------------------------------------------- Stephanie Daley-Watson Vice President and Secretary EX-99.1 2 en0841amend.txt EX-99.1 Safeco Corporation Bylaws - Amended Provision ARTICLE II BOARD OF DIRECTORS 1. NUMBER AND QUALIFICATION. The business and affairs of the corporation shall be managed under the direction of a Board of Directors. The number of directors shall be set from time to time by resolution of the Board of Directors and the directors need not be stockholders of the corporation. -----END PRIVACY-ENHANCED MESSAGE-----