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):May 25, 2004
PMA Capital Corporation
(Exact name of registrant as specified in its charter)
| Pennsylvania (State or other jurisdiction of incorporation) | 000-22761 (Commission File Number) | 23-2217932 (IRS Employer Identification No.) |
| 1735 Market Street, Suite 2800 Philadelphia, Pennsylvania (Address of principal executive offices) | 19103-7590 (Zip Code) |
Registrant's telephone number, including area code:
(215) 665-5046
Not Applicable
(Former name or former address, if changed since last report)
Item 9.Regulation FD Disclosure.
James F. Malone III, John W. Miller, Jr. and Mark M. Wilcox, three of our directors, entered into written stock trading plans, designed to comply with Rule 10b5-1 of the Securities Exchange Act of 1934, as amended.
Mr. Malone’s plan allows for the sale of a total of 400,000 shares of our Class A common stock and provides for sales of specified share amounts at predetermined minimum prices. Sales pursuant to this plan may begin on June 3, 2004 and will terminate on December 24, 2004, unless terminated sooner in accordance with the plan’s terms. Mr. Miller’s plan allows for the sale of a total of 100,000 shares of our Class A common stock and provides for sales of specified share amounts at predetermined minimum prices. Sales pursuant to this plan may begin on May 25, 2004 and will terminate on August 25, 2004, unless terminated sooner in accordance with the plan’s terms. Mr. Wilcox's plan allows for the sale of a total of 30,000 shares of our Class A Common Stock and provides for sales of specified share amounts at predetermined minimum prices. Sales pursuant to this plan may begin on May 26, 2004 and will terminate on August 25, 2004, unless terminated sooner in accordance with the plan's terms.
In each director's case, the shares being sold pursuant to the plans represent a minority of his ownership position. We have been informed by each of these directors that each currently intends to retain a substantial equity investment in the Company for the foreseeable future.
The plans are being established to diversify a portion of each director’s holdings of our Class A common stock in an orderly manner. Except as may be required by law, we do not undertake to report plans by our other officers or directors, nor to report modifications, terminations, transactions or other activities under the plans or the plan of any other officer or director.
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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 hereunto duly authorized.
| PMA Capital Corporation | |
| Date: June 1, 2004 | By:/s/ William E. Hitselberger |
| William E. Hitselberger | |
| Executive Vice President, Chief Financial Officer and Treasurer |
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