false0001379041
0001379041
2020-02-13
2020-02-13
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-K
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CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
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Date of report (Date of earliest event reported): February 13, 2020
EMPLOYERS HOLDINGS, INC.
(Exact Name of Registrant as Specified in its Charter)
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Nevada |
(State or Other Jurisdiction of Incorporation) |
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001-33245 |
| 04-3850065 |
(Commission File Number) | | (I.R.S. Employer Identification No.) |
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10375 Professional Circle |
| Reno, | Nevada |
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(Address of Principal Executive Offices) |
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| 89521 | |
| (Zip Code) | |
Registrant’s telephone number including area code: (888) 682-6671
No change since last report
(Former Name or Address, if Changed Since Last Report)
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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:
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Title of each class | | Trading Symbol(s) | | Name of each exchange on which registered |
Common Stock, $0.01 par value per share | | EIG | | New York Stock Exchange |
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. o
Section 5 – Corporate Governance and Management
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Item 5.02. | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensation Arrangements of Certain Officers. |
On February 13, Michael D. Rumbolz notified the Board of Directors (the “Board”) of Employers Holdings, Inc. (the “Company”) that he will not seek re-election to the Board at the Company’s 2020 Annual Meeting of Stockholders (the “2020 Annual Meeting”). Mr. Rumbolz’s current term as a director will expire at the 2020 Annual Meeting and his service as a director will end following the 2020 Annual Meeting. Mr. Rumbolz has served as the Chair of the Board since June 2016 and as a director of the Company and its predecessors since 2005.
As a result of Mr. Rumbolz’s decision not to stand for re-election, the Board will be reduced to ten members following the 2020 Annual Meeting.
Mr. Rumbolz also notified the Boards of Directors of the Company’s subsidiaries that he will resign as a director effective June 1, 2020.
Mr. Rumbolz informed the Board that he did not have any disagreement with the Company on any matter relating to its operations, policies or practices.
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.
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EMPLOYERS HOLDINGS, INC. | |
Dated: | February 13, 2020 | /s/ Lori A. Brown |
| | Lori A. Brown |
| | Executive Vice President, |
| | Chief Legal Officer and General Counsel |