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 reported event): October 29, 2007
The Navigators Group, Inc.
(Exact name of registrant as specified in its charter)
DELAWARE 0-15886 13-3138397
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(State of (Commission (I.R.S. Employer
organization) File Number) Identification No.)
One Penn Plaza, New York, NY 10119
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (914) 934-8999
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):
[_] 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))
Item 2.02 Results of Operations and Financial Condition
Item 7.01 Regulation FD Disclosure
The following information is furnished pursuant to Item 2.02 "Results of
Operations and Financial Condition" and Item 7.01 "Regulation FD Disclosure".
This information, including the Exhibit attached hereto, shall not be deemed
filed for purposes of Section 18 of the Securities Exchange Act of 1934, as
amended (the "Exchange Act"), or incorporated by reference into any filing under
the Securities Act of 1933, as amended, or the Exchange Act, except as shall be
expressly set forth by specific reference in such filing.
On October 29, 2007, The Navigators Group, Inc. (the "Company") issued a
press release announcing its earnings for the third quarter of 2007. This press
release is attached hereto as Exhibit 99.1.
Item 8.01 Other Events
On October 29, 2007, the Board of Directors of the Company adopted a stock
repurchase program for up to $30 million of the Company's common stock.
Repurchases may be made from time to time at prevailing prices in open market or
privately negotiated transactions through December 31, 2008. Such repurchases
are to be made in compliance with all applicable laws and regulations, including
the United States Securities and Exchange Commission rules. The timing and
amount of the repurchase transactions under the program will depend on a variety
of factors, including the trading price of the stock, market conditions and
corporate and regulatory considerations.
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.
THE NAVIGATORS GROUP, INC.
(Registrant)
/s/ Elliot S. Orol
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Name: Elliot S. Orol
Title: Senior Vice President, General
Counsel and Secretary
Date: October 29, 2007
INDEX TO EXHIBITS
Number Description
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99.1 Third Quarter Earnings Release dated October 29, 2007.