UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of report (Date of earliest event reported):
(Exact Name of Registrant as Specified in Charter)
| (State or other jurisdiction | (Commission | (IRS Employer | ||
| of incorporation) | File Number) | Identification No.) |
| (Address of principal executive offices) | (Zip Code) |
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 of the registrant under any of the following provisions (see General Instruction A.2. below):
| Written communication 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 communication pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| Pre-commencement communication 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 Symbol(s) | Name of each exchange on which registered |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §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 5.02 | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
(e)
On October 14, 2022, Stewart Information Services Corporation (the “Company”) entered into an Amended and Restated Employment Agreement (the “Employment Agreement”) with the Company’s Chief Executive Officer, Frederick H. Eppinger. The Employment Agreement extends the term of the Company’s prior employment agreement with Mr. Eppinger until December 31, 2025, which term was otherwise set to expire on December 31, 2022. Under the Employment Agreement, Mr. Eppinger’s base salary is initially set at $953,000 annually, and the other components of his compensation are otherwise materially consistent with his compensation as described in the Company’s definitive proxy statement on Schedule 14A filed on April 14, 2022.
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 thereunto duly authorized.
| STEWART INFORMATION SERVICES CORPORATION | ||
| By: | /s/ David C. Hisey | |
| David C. Hisey Chief Financial Officer, Secretary and Treasurer | ||
Date: October 14, 2022
Cover |
Oct. 14, 2022 |
|---|---|
| Cover [Abstract] | |
| Document Type | 8-K |
| Amendment Flag | false |
| Document Period End Date | Oct. 14, 2022 |
| Entity File Number | 001-02658 |
| Entity Registrant Name | STEWART INFORMATION SERVICES CORPORATION |
| Entity Central Index Key | 0000094344 |
| Entity Tax Identification Number | 74-1677330 |
| Entity Incorporation, State or Country Code | DE |
| Entity Address, Address Line One | 1360 Post Oak Blvd., Suite 100 |
| Entity Address, City or Town | Houston |
| Entity Address, State or Province | TX |
| Entity Address, Postal Zip Code | 77056 |
| City Area Code | 713 |
| Local Phone Number | 625-8100 |
| Written Communications | false |
| Soliciting Material | false |
| Pre-commencement Tender Offer | false |
| Pre-commencement Issuer Tender Offer | false |
| Title of 12(b) Security | Common Stock, $1 par value |
| Trading Symbol | STC |
| Security Exchange Name | NYSE |
| Entity Emerging Growth Company | false |