Current Report Filing (8-k)
September 23 2020 - 4:31PM
Edgar (US Regulatory)
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2020-09-23
2020-09-23
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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) September
23, 2020
SELECTIVE INSURANCE GROUP, INC.
(Exact
name of registrant as specified in its charter)
New Jersey
|
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001-33067
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22-2168890
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(State
or other jurisdiction of incorporation)
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(Commission
File Number)
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(I.R.S.
Employer Identification No.)
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40 Wantage Avenue, Branchville, New Jersey
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07890
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(Address
of principal executive offices)
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(Zip
Code)
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Registrant's
telephone number, including area code (973)
948-3000
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
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Trading Symbol(s)
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Name of each exchange on which registered
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Common Stock, par value $2 per share
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SIGI
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NASDAQ Global Select Market
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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. ¨
Section 5 - Corporate Governance and
Management
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Item 5.02.
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Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers;
Compensatory Arrangements of Certain Officers.
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(d)
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Election of Directors
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Effective September
23, 2020, the Board of Directors (the “Board”) of Selective Insurance Group, Inc. (the “Company”) elected
Ainar D. Aijala, Jr., Lisa R. Bacus, Wole C. Coaxum, and Stephen C. Mills to the Board of the Company to serve until the 2021 annual
meeting of stockholders of the Company.
The four new Directors
have been appointed to the following committees of the Board, effective as of their date of election to the Board:
Director
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Committee Appointments
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Ainar D. Aijala, Jr.
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·
Audit Committee
·
Finance Committee
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Lisa R. Bacus
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·
Corporate Governance and Nominating Committee
·
Salary and Employee Benefits Committee
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Wole C. Coaxum
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·
Corporate Governance and Nominating Committee
·
Finance Committee
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Stephen C. Mills
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·
Finance Committee
·
Salary and Employee Benefits Committee
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The Directors will
participate in the director compensation arrangements described under the heading “Director Compensation” in the Company’s
2020 Proxy Statement filed on March 25, 2020. The Company also intends to enter into an indemnification agreement with the Directors,
the form of which was previously filed with the Company’s Current Report on Form 8-K filed May 20, 2005.
A copy of the Company's
press release announcing the election of the four new independent members to the Company's Board is attached as Exhibit 99.1 to
this report and is incorporated herein by reference.
Section 9 - Financial Statements and
Exhibits
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Item 9.01.
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Financial Statements and Exhibits.
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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
thereunto duly authorized.
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SELECTIVE INSURANCE GROUP, INC.
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By:
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/s/ Michael H. Lanza
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Michael H. Lanza
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Executive Vice President and General Counsel
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Date: September 23, 2020
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