- Current report filing (8-K)
January 30 2009 - 1:56PM
Edgar (US Regulatory)
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
January 30, 2009 (January 30, 2009)
Date of Report (Date of earliest event reported):
PROTECTIVE
LIFE CORPORATION
(Exact name of registrant as specified in its
charter)
Delaware
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001-11339
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95-2492236
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(State or other jurisdiction
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(Commission
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(IRS Employer
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of incorporation)
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File Number)
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Identification No.)
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2801 Highway 280 South
Birmingham, Alabama 35223
(Address of principal executive
offices and zip code)
(205) 268-1000
(Registrants telephone number,
including area code)
N/A
(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 (
see
General Instruction A.2. below):
o
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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o
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
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o
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17
CF 240.14d-2(b))
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o
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17
CFR 240.13e-4(c))
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Item 5.04
Temporary
Suspension of Trading Under Registrants Employee Benefit Plans.
On January 30, 2009, Protective Life
Corporation (the Company) sent a notice (the Notice) to its directors and
executive officers informing them that, in order to implement a transition to a
new recordkeeper for the Protective Life Corporation 401(k) and Stock
Ownership Plan (the Plan), Plan participants will be unable to diversify the
investments in their Plan accounts (including the Company Common Stock Fund) or
obtain loans or distributions from the Plan, during the period beginning at
4:00 pm Eastern Time on February 17, 2009 and ending the week of March 1,
2009 (the Blackout Period).
The Notice also states that, pursuant to Section 306(a)(1) of
the Sarbanes-Oxley Act of 2002, the Companys directors and executive officers
will be prohibited from directly or indirectly purchasing, selling or otherwise
acquiring or transferring certain shares of the Companys common stock during
the Blackout Period. A copy of the Notice is being filed as Exhibit 99 to
this Form 8-K and is incorporated herein by reference in its entirety.
Additional information about the Blackout
Period (including information as to whether the Blackout Period has ended) may
be obtained, without charge, by contacting Alfred F. Delchamps, III,
Senior Associate Counsel, Protective Life Corporation, 2801 Highway 280 South,
Birmingham, Alabama 35223, telephone (205)-268-5018. During the Blackout Period and for a period
of two years after the end of the Blackout Period, a security holder or other
interested person may obtain from Mr. Delchamps, without charge, the
actual beginning and ending dates of the Blackout Period.
The Company has not received a notice as
required by Section 101(i)(2)(E) of the Employee Retirement Income
Security Act of 1974, as amended, because the Company is the plan administrator
of the Plan.
Item 9.01
Financial
Statements and Exhibits
(d) Exhibits.
Exhibit
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Number
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Description of Exhibit
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99
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Notice to Directors and Executive Officers of Protective Life
Corporation, dated January 30, 2009.
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2
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.
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PROTECTIVE LIFE CORPORATION
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/s/ Steven G. Walker
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Steven G. Walker
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Senior Vice President, Controller and Chief Accounting Officer
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Dated: January 30, 2009
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3
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