UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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): June 15, 2020
Argo Group International Holdings, Ltd.
(Exact Name of Registrant as Specified in Charter)
Bermuda | 001-15259 | 98-0214719 | ||
(State or other jurisdiction | (Commission | (I.R.S. Employer |
110 Pitts Bay Road Pembroke HM 08 Bermuda | P.O. Box HM 1282 Hamilton HM FX Bermuda | |
(Address, Including Zip Code, | (Mailing Address) |
Registrant’s telephone number, including area code: (441) 296-5858
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 communication 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 communication pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
☐ | Pre-commencement communication 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 | Trading | Name of each exchange | ||
Common Stock, par value of $1.00 per share | ARGO | New York Stock Exchange | ||
Guarantee of Argo Group U.S., Inc. 6.500% Senior Notes due 2042 | ARGD | 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 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).
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. ☐
ITEM 5.02 DEPARTURE OF DIRECTORS OR CERTAIN OFFICERS; ELECTION OF DIRECTORS; APPOINTMENT OF CERTAIN OFFICERS; COMPENSATORY ARRANGEMENTS OF CERTAIN OFFICERS.
On June 15, 2020, Axel Schmidt, the Chief Underwriting Officer of Argo Group International Holdings, Ltd. (the “Company”) will step down from this role. Mr. Schmidt will continue at the Company in an advisory capacity to the CEO until December 31, 2020. In connection with this transition, Mr. Schmidt’s employment agreement with the Company remains in effect. If any separation agreement is entered into between Mr. Schmidt and the Company, that differs from the terms of his current employment agreement, such terms will be described in an amendment to this Current Report on Form 8-K.
ITEM 8.01 OTHER EVENTS.
In connection with Mr. Schmidt’s change in role, as described above, Tim Carter has been appointed as the Company’s new Chief Underwriting Officer. Mr. Carter was previously the Executive Vice President, Americas of Argo Group US, Inc.
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.
Dated: June 15, 2020 | ARGO GROUP INTERNATIONAL HOLDINGS, LTD. | |||||
By: | /s/ Jay S. Bullock | |||||
Name: Jay S. Bullock | ||||||
Title: Executive Vice President and Chief Financial Officer |