Current Report Filing (8-k)
March 24 2020 - 3:53PM
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
Date
of Report (Date of earliest event reported): March 24, 2020
1347
PROPERTY INSURANCE HOLDINGS, INC.
(Exact
name of registrant as specified in its charter)
Delaware
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001-36366
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46-1119100
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(State
or other jurisdiction
of
incorporation)
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(Commission
File
Number)
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(IRS
Employer
Identification
No.)
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970
Lake Carillon Drive, Suite 314, St. Petersburg, FL 33716
(Address of principal executive offices, including Zip Code)
(813)
579-6213
(Registrant’s
telephone number, including area code)
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:
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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[ ]
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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[ ]
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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[ ]
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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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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, $0.001 par value per share
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PIH
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The
Nasdaq Stock Market LLC
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8.00%
Cumulative Preferred Stock, Series A, $25.00 par value per share
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PIHPP
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The
Nasdaq Stock Market LLC
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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 Act of 1934 (§240.12b-2 of this chapter).
Emerging
Growth Company
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[ ]
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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.
On
March 23, 2020, the Board of Directors (the “Board”) of 1347 Property Insurance Holdings, Inc. (the “Company”)
designated D. Kyle Cerminara, the Chairman of the Board, as the principal executive officer of the Company for purposes of the
Securities Exchange Act of 1934, as amended. This designation did not involve a change in Mr. Cerminara’s title or duties,
and he continues to serve as the Chairman of the Company’s Board. Mr. Cerminara also serves as the Chief Executive Officer,
Co-Founder and Partner of Fundamental Global Investors, LLC, and the Chairman of the Board of Directors and Chief Executive Officer
of Ballantyne Strong, Inc. Fundamental Global Investors, LLC, with its affiliates and Ballantyne Strong, Inc., is the largest
stockholder of the Company. Mr. Cerminara’s biographical information, other required disclosures and chairman compensation
are included in the Company’s proxy statement and are incorporated herein by reference.
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.
Date:
March 24, 2020
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1347
Property Insurance Holdings, Inc.
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By:
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/s/
John S. Hill
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John
S. Hill
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Chief
Financial Officer
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