0000230557
false
0000230557
2023-09-28
2023-09-28
0000230557
us-gaap:CommonStockMember
2023-09-28
2023-09-28
0000230557
sigi:DepositarySharesMember
2023-09-28
2023-09-28
iso4217:USD
xbrli:shares
iso4217:USD
xbrli:shares
UNITED STATES
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) September 28, 2023
SELECTIVE
INSURANCE GROUP, INC.
(Exact name of registrant as specified in its charter)
New Jersey |
|
001-33067 |
|
22-2168890 |
(State or other jurisdiction
of
incorporation) |
|
(Commission File Number) |
|
(IRS Employer Identification No.) |
40 Wantage Avenue, Branchville, New Jersey 07890
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (973) 948-3000
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 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:
Title
of each class |
|
Trading
Symbol(s) |
|
Name
of each exchange on which registered |
Common Stock, par value $2 per share |
|
SIGI |
|
The Nasdaq Stock Market LLC |
Depositary Shares, each representing a 1/1,000th interest in
a share of 4.60% Non-Cumulative Preferred Stock, Series B, without par value |
|
SIGIP |
|
The Nasdaq Stock Market LLC |
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. ¨
Section 5 -
Corporate Governance and Management
| Item 5.02. | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of
Certain Officers. |
On September 28, 2023, Mark A. Wilcox,
Executive Vice President and Chief Financial Officer of Selective Insurance Group, Inc. (the “Company”), notified the
Company that he has resigned from his position to pursue a different opportunity, effective November 3, 2023. Mr.
Wilcox’s resignation is not the result of any disagreement with the Company.
On October 2, 2023, the Company’s Board of Directors appointed
Anthony D. Harnett to serve as Interim Chief Financial Officer of the Company, effective November 4, 2023. Mr. Harnett will serve as principal
financial officer and will continue to serve as principal accounting officer.
Mr. Harnett, age 50, has been Senior Vice President and Chief Accounting
Officer of the Company since June 2016. Mr. Harnett joined the Company in September 1999 as a senior accountant and has held various finance
positions of increasing responsibility. Mr. Harnett earned a bachelor's degree in Accounting from Albright College in Pennsylvania and
earned the Certified Public Accounting designation in 1998. He is also a member of the American Institute of Certified Public Accountants
and the Pennsylvania Institute of Certified Public Accountants.
Mr. Harnett’s compensation arrangements as Interim Chief Financial
Officer will be disclosed once approved by the Salary and Employee Benefits Committee of the Company’s Board of Directors.
There are no arrangements or understandings between Mr. Harnett and
any other person pursuant to which he was appointed to this position, and there are no family relationships between Mr. Harnett and any
director or executive officer of the Company. There are no transactions involving Mr. Harnett that would be required to be reported under
Item 404(a) of Regulation S-K.
A copy of the Company’s press release announcing Mr. Harnett’s
appointment and Mr. Wilcox’s resignation is attached as Exhibit 99.1 to this report and is incorporated herein by reference.
Section
9 - Financial Statements and Exhibits
| Item 9.01. | Financial Statements and Exhibits. |
(d) Exhibits
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.
| SELECTIVE INSURANCE GROUP, INC. |
| |
| |
| By: | /s/ Michael H. Lanza |
| | Michael H. Lanza |
| | Executive Vice President and General Counsel |
Date: October 3, 2023
Exhibit 99.1
Selective Announces CFO Transition
BRANCHVILLE, N.J. – October
3, 2023 – Selective Insurance Group, Inc. (Nasdaq: SIGI) today announced that Mark Wilcox, Executive Vice President, Chief Financial
Officer, has resigned from Selective, effective November 3, 2023, to become CFO at another financial services company. Mr. Wilcox will
continue in his current position until after Selective reports third quarter 2023 earnings.
Anthony (Tony) Harnett, Senior Vice
President, Chief Accounting Officer, will then assume the additional role of Interim CFO until a permanent successor is appointed. Selective
has initiated a global search process to identify a new CFO.
“Mark has been my trusted partner
and an excellent leader of our Finance team for nearly seven years,” said John Marchioni, Selective’s Chairman, President
and Chief Executive Officer. “On behalf of the Board of Directors and our entire team, I thank Mark for his many contributions.
Throughout his time with Selective, we have continued to deliver consecutive double-digit non-GAAP operating returns on equity. We are
pleased that he will assist us in a seamless transition and wish him well in his future endeavors.”
Mr. Wilcox said, “It has been
an honor to be a part of Selective and work alongside John and such a talented team. With its strong financial profile and flexibility,
I am confident that Selective is well-positioned to continue delivering profitable growth over the long term. I look forward to watching
its continued success.”
Mr. Marchioni continued, “We
are fortunate to have someone of Tony’s caliber step into the Interim CFO role. Tony is a seasoned executive with nearly 30 years
of finance and accounting experience. Having served as Selective’s Chief Accounting Officer since 2016, he has extensive knowledge
of the Company and our financials. We are confident that Tony, with the support of our strong Finance team, is well equipped to support
the continued execution of our financial priorities while we search for a permanent CFO.”
The Company will announce its third
quarter 2023 earnings on Wednesday, November 1, 2023, after market close and has scheduled a conference call to discuss results on Thursday,
November 2, 2023 at 11:00 AM ET.
About Tony Harnett
Mr. Harnett currently serves as Senior
Vice President, Chief Accounting Officer of Selective Insurance. He joined the Company in 1999 as a Senior Accountant and held various
finance positions before he was promoted to Vice President, Controller in 2008 and Senior Vice President, Corporate Controller in 2010.
He has extensive experience in auditing, financial analysis and reporting, and risk management. Mr. Harnett previously held financial
roles at Toys“R”Us and Deloitte. He earned a bachelor’s degree in Accounting from Albright College in Pennsylvania and
is a member of the American Institute of Certified Public Accountants and the Pennsylvania Institute of Certified Public Accountants.
About Selective Insurance Group, Inc.
Selective Insurance Group, Inc. (Nasdaq:
SIGI) is a holding company for 10 property and casualty insurance companies rated "A+" (Superior) by AM Best. Through independent
agents, the insurance companies offer standard and specialty insurance for commercial and personal risks and flood insurance through the
National Flood Insurance Program's Write Your Own Program. Selective's unique position as both a leading insurance group and an employer
of choice is recognized in a wide variety of awards and honors, including listing in Forbes Best Midsize Employers in 2023 and certification
as a Great Place to Work® in 2023 for the fourth consecutive year. For more information about Selective, visit www.Selective.com.
Forward-Looking Statements
Certain statements in this report,
including information incorporated by reference, are “forward-looking statements” defined in the Private Securities Litigation
Reform Act of 1995 ("PSLRA"). The PSLRA provides a forward-looking statement safe harbor under the Securities Act of 1933 and
the Securities Exchange Act of 1934. These statements discuss our intentions, beliefs, projections, estimations, or forecasts of future
events and financial performance. They involve known and unknown risks, uncertainties, and other factors that may cause our or our industry’s
actual results, activity levels, or performance to materially differ from those in or implied by the forward-looking statements. In some
cases, forward-looking statements include the words “may,” “will,” “could,” “would,” “should,”
“expect,” “plan,” “anticipate,” “target,” “project,” “intend,”
“believe,” “estimate,” “predict,” “potential,” “pro forma,” “seek,”
“likely,” “continue,” or comparable terms. Our forward-looking statements are only predictions, and we cannot
guarantee or assure that such expectations will prove correct. We undertake no obligation to publicly update or revise any forward-looking
statements for any reason, except as may be required by law.
Media Contact
Jamie Beal
Vice President, Director of Communications
Jamie.Beal@Selective.com
Investor Contact
Brad Wilson
Senior Vice President, Investor Relations
and Treasurer
Brad.Wilson@Selective.com
v3.23.3
Cover
|
Sep. 28, 2023 |
Document Information [Line Items] |
|
Document Type |
8-K
|
Amendment Flag |
false
|
Document Period End Date |
Sep. 28, 2023
|
Entity File Number |
001-33067
|
Entity Registrant Name |
SELECTIVE
INSURANCE GROUP, INC.
|
Entity Central Index Key |
0000230557
|
Entity Tax Identification Number |
22-2168890
|
Entity Incorporation, State or Country Code |
NJ
|
Entity Address, Address Line One |
40 Wantage Avenue
|
Entity Address, City or Town |
Branchville
|
Entity Address, State or Province |
NJ
|
Entity Address, Postal Zip Code |
07890
|
City Area Code |
973
|
Local Phone Number |
948-3000
|
Written Communications |
false
|
Soliciting Material |
false
|
Pre-commencement Tender Offer |
false
|
Pre-commencement Issuer Tender Offer |
false
|
Entity Emerging Growth Company |
false
|
Common Stock [Member] |
|
Document Information [Line Items] |
|
Title of 12(b) Security |
Common Stock, par value $2 per share
|
Trading Symbol |
SIGI
|
Security Exchange Name |
NASDAQ
|
Depositary Shares [Member] |
|
Document Information [Line Items] |
|
Title of 12(b) Security |
Depositary Shares, each representing a 1/1,000th interest in
a share of 4.60% Non-Cumulative Preferred Stock, Series B, without par value
|
Trading Symbol |
SIGIP
|
Security Exchange Name |
NASDAQ
|
X |
- DefinitionBoolean flag that is true when the XBRL content amends previously-filed or accepted submission.
+ References
+ Details
Name: |
dei_AmendmentFlag |
Namespace Prefix: |
dei_ |
Data Type: |
xbrli:booleanItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionFor the EDGAR submission types of Form 8-K: the date of the report, the date of the earliest event reported; for the EDGAR submission types of Form N-1A: the filing date; for all other submission types: the end of the reporting or transition period. The format of the date is YYYY-MM-DD.
+ References
+ Details
Name: |
dei_DocumentPeriodEndDate |
Namespace Prefix: |
dei_ |
Data Type: |
xbrli:dateItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionThe type of document being provided (such as 10-K, 10-Q, 485BPOS, etc). The document type is limited to the same value as the supporting SEC submission type, or the word 'Other'.
+ References
+ Details
Name: |
dei_DocumentType |
Namespace Prefix: |
dei_ |
Data Type: |
dei:submissionTypeItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionAddress Line 1 such as Attn, Building Name, Street Name
+ References
+ Details
Name: |
dei_EntityAddressAddressLine1 |
Namespace Prefix: |
dei_ |
Data Type: |
xbrli:normalizedStringItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- Definition
+ References
+ Details
Name: |
dei_EntityAddressCityOrTown |
Namespace Prefix: |
dei_ |
Data Type: |
xbrli:normalizedStringItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionCode for the postal or zip code
+ References
+ Details
Name: |
dei_EntityAddressPostalZipCode |
Namespace Prefix: |
dei_ |
Data Type: |
xbrli:normalizedStringItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionName of the state or province.
+ References
+ Details
Name: |
dei_EntityAddressStateOrProvince |
Namespace Prefix: |
dei_ |
Data Type: |
dei:stateOrProvinceItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionA unique 10-digit SEC-issued value to identify entities that have filed disclosures with the SEC. It is commonly abbreviated as CIK.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/presentationRef -Publisher SEC -Name Exchange Act -Number 240 -Section 12 -Subsection b-2
+ Details
Name: |
dei_EntityCentralIndexKey |
Namespace Prefix: |
dei_ |
Data Type: |
dei:centralIndexKeyItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionIndicate if registrant meets the emerging growth company criteria.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/presentationRef -Publisher SEC -Name Exchange Act -Number 240 -Section 12 -Subsection b-2
+ Details
Name: |
dei_EntityEmergingGrowthCompany |
Namespace Prefix: |
dei_ |
Data Type: |
xbrli:booleanItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionCommission file number. The field allows up to 17 characters. The prefix may contain 1-3 digits, the sequence number may contain 1-8 digits, the optional suffix may contain 1-4 characters, and the fields are separated with a hyphen.
+ References
+ Details
Name: |
dei_EntityFileNumber |
Namespace Prefix: |
dei_ |
Data Type: |
dei:fileNumberItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionTwo-character EDGAR code representing the state or country of incorporation.
+ References
+ Details
Name: |
dei_EntityIncorporationStateCountryCode |
Namespace Prefix: |
dei_ |
Data Type: |
dei:edgarStateCountryItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionThe exact name of the entity filing the report as specified in its charter, which is required by forms filed with the SEC.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/presentationRef -Publisher SEC -Name Exchange Act -Number 240 -Section 12 -Subsection b-2
+ Details
Name: |
dei_EntityRegistrantName |
Namespace Prefix: |
dei_ |
Data Type: |
xbrli:normalizedStringItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionThe Tax Identification Number (TIN), also known as an Employer Identification Number (EIN), is a unique 9-digit value assigned by the IRS.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/presentationRef -Publisher SEC -Name Exchange Act -Number 240 -Section 12 -Subsection b-2
+ Details
Name: |
dei_EntityTaxIdentificationNumber |
Namespace Prefix: |
dei_ |
Data Type: |
dei:employerIdItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionLocal phone number for entity.
+ References
+ Details
Name: |
dei_LocalPhoneNumber |
Namespace Prefix: |
dei_ |
Data Type: |
xbrli:normalizedStringItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionBoolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/presentationRef -Publisher SEC -Name Exchange Act -Number 240 -Section 13e -Subsection 4c
+ Details
Name: |
dei_PreCommencementIssuerTenderOffer |
Namespace Prefix: |
dei_ |
Data Type: |
xbrli:booleanItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionBoolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/presentationRef -Publisher SEC -Name Exchange Act -Number 240 -Section 14d -Subsection 2b
+ Details
Name: |
dei_PreCommencementTenderOffer |
Namespace Prefix: |
dei_ |
Data Type: |
xbrli:booleanItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionTitle of a 12(b) registered security.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/presentationRef -Publisher SEC -Name Exchange Act -Number 240 -Section 12 -Subsection b
+ Details
Name: |
dei_Security12bTitle |
Namespace Prefix: |
dei_ |
Data Type: |
dei:securityTitleItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionName of the Exchange on which a security is registered.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/presentationRef -Publisher SEC -Name Exchange Act -Number 240 -Section 12 -Subsection d1-1
+ Details
Name: |
dei_SecurityExchangeName |
Namespace Prefix: |
dei_ |
Data Type: |
dei:edgarExchangeCodeItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionBoolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as soliciting material pursuant to Rule 14a-12 under the Exchange Act.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/presentationRef -Publisher SEC -Name Exchange Act -Section 14a -Number 240 -Subsection 12
+ Details
Name: |
dei_SolicitingMaterial |
Namespace Prefix: |
dei_ |
Data Type: |
xbrli:booleanItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionTrading symbol of an instrument as listed on an exchange.
+ References
+ Details
Name: |
dei_TradingSymbol |
Namespace Prefix: |
dei_ |
Data Type: |
dei:tradingSymbolItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionBoolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as written communications pursuant to Rule 425 under the Securities Act.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/presentationRef -Publisher SEC -Name Securities Act -Number 230 -Section 425
+ Details
Name: |
dei_WrittenCommunications |
Namespace Prefix: |
dei_ |
Data Type: |
xbrli:booleanItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- Details
Name: |
us-gaap_StatementClassOfStockAxis=us-gaap_CommonStockMember |
Namespace Prefix: |
|
Data Type: |
na |
Balance Type: |
|
Period Type: |
|
|
X |
- Details
Name: |
us-gaap_StatementClassOfStockAxis=sigi_DepositarySharesMember |
Namespace Prefix: |
|
Data Type: |
na |
Balance Type: |
|
Period Type: |
|
|
Selective Insurance (NASDAQ:SIGIP)
Graphique Historique de l'Action
De Août 2024 à Sept 2024
Selective Insurance (NASDAQ:SIGIP)
Graphique Historique de l'Action
De Sept 2023 à Sept 2024