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) February 7, 2006
ZENITH NATIONAL INSURANCE CORP. | ||||||
(Exact name of registrant as specified in its charter) | ||||||
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Delaware |
| 1-9627 |
| 95-2702776 | ||
(State or other jurisdiction |
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21255 Califa Street, Woodland Hills, CA |
| 91367-5021 | ||||
(Address of principal executive offices) |
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Registrant’s telephone number, including area code (818) 713-1000 | ||||||
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(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 Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Item 5.03. Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.
On February 7, 2006, the Registrant’s Board of Directors adopted an amendment to Articles VII of the Registrant’s Bylaws to permit Registrant to issue uncertificated shares. A copy of Article VII of the Bylaws, as amended, is attached hereto as Exhibit 3.1 and is incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits.
(a) Not applicable.
(b) Not applicable.
(c) Exhibits.
The following exhibit is filed as part of this current report:
Number |
| Exhibit |
3.1 |
| Article VII of the Bylaws of Zenith National Insurance Corp. |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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| ZENITH NATIONAL INSURANCE CORP. | |
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Dated: | February 9, 2006 |
| By: | /s/ Michael E. Jansen | |
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| Name: | Michael E. Jansen | |
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| Title: | Executive Vice President | |
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| and General Counsel | |
Index to Exhibits
Number |
| Exhibit |
3.1 |
| Article VII of the Bylaws of Zenith National Insurance Corp. |
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