Form 8-K - Current report

0001502292false00015022922023-10-062023-10-06

 

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): October 6, 2023

 

Conifer Holdings Inc.

(Exact Name of Registrant as Specified in Charter)

 

Michigan	001-37536	27-1298795
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(I.R.S. Employer Identification Number)

 

3001 West Big Beaver Road, Suite 200

Troy, MI 48084

(Address of Principal Executive Offices) (Zip Code)

 

Registrant's telephone number, including area code: [phone]

 

(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, no par value		CNFR		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. ☐

 

 

 

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Item 5.02. Departure of Directors or Certain Officer; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

 

Effective December 31, 2023, Nicholas J. Petcoff will become sole Chief Executive Officer of Conifer Holdings, Inc. (the "Company"). Consequently, James G. Petcoff will be stepping down as Executive Chairman and Co-Chief Executive Officer, effective December 31, 2023. James G. Petcoff will remain with the Company as a director.

On October 6, 2023, the Company issued a press release announcing Nicholas J. Petcoff becoming sole Chief Executive Officer, and the stepping down of James G. Petcoff from Executive Chairman and Co-Chief Executive Officer. A copy of the press release is attached as an exhibit hereto.

 

Item 9.01. Financial Statements and Exhibits.
Exhibit 99.1	Press Release dated October 6, 2023
Exhibit 104	Cover Page Interactive Data File (embedded within the Inline XBRL document)

 

 

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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.

 

		Conifer Holdings Inc.
Date: October 6, 2023		By:	/s/ BRIAN J. RONEY
			Brian J. Roney
			President

 

 

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News Release

 

For Further Information:

Jessica Gulis, 248.559.0840

[e-mail]

 

For Immediate Release

 

Nick Petcoff to Become Chief Executive Officer of Conifer Holdings, Inc.

 

Troy, MI, October 6, 2023 – Conifer Holdings, Inc. (Nasdaq: CNFR) (“Conifer” or the “Company”) today announced that Nicholas J. Petcoff will become sole Chief Executive Officer of the Company, effective December 31, 2023. Consequently, James G. Petcoff will be stepping down as Chairman and Co-CEO, but will remain with the Company as a director.

 

James Petcoff, stated, “I am pleased and proud to announce this positive transition in Conifer’s leadership. With the recent successful completion of our September 30, 2023 debt maturity, I believe that our company is well-positioned going forward. Over the coming months, I will remain involved to help effect an orderly and seamless transition.”

 

About the Company

Conifer Holdings, Inc. is a specialty insurance holding company, offering customized coverage solutions tailored to the needs of our insureds nationwide. Conifer is traded on the NASDAQ exchange under the symbol “CNFR”. Additional information is available on the Company’s website at www.CNFRH.com.

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Document and Entity Information	Oct. 06, 2023
Cover [Abstract]
Document Type	8-K
Amendment Flag	false
Entity Registrant Name	Conifer Holdings Inc.
Entity Central Index Key	0001502292
Document Period End Date	Oct. 06, 2023
Entity Emerging Growth Company	false
Entity File Number	001-37536
Entity Incorporation, State or Country Code	MI
Entity Tax Identification Number	27-1298795
Entity Address, Address Line One	3001 West Big Beaver Road
Entity Address, Address Line Two	Suite 200
Entity Address, City or Town	Troy
Entity Address, State or Province	MI
Entity Address, Postal Zip Code	48084
City Area Code	248
Local Phone Number	559-0840
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of each class	Common Stock, no par value
Trading Symbol(s)	CNFR
Name of each exchange on which registered	NASDAQ

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