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Share Name | Share Symbol | Market | Type |
---|---|---|---|
Universal Insurance Holdings Inc | NYSE:UVE | NYSE | Common Stock |
Price Change | % Change | Share Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|
-0.04 | -0.20% | 20.37 | 20.7684 | 20.30 | 20.63 | 161,337 | 01:00:00 |
Delaware | 65-0231984 | ||||||||||
(State or other jurisdiction of
incorporation or organization)
|
(I.R.S. Employer
Identification No.)
|
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1110 West Commercial Boulevard
Fort Lauderdale, Florida
|
33309 | ||||||||||
(Address of principal executive offices) | (Zip Code) |
Large accelerated filer | ☒ |
Accelerated filer
|
☐ | ||||||||
Non-accelerated filer | ☐ | Smaller reporting company | ☐ | ||||||||
Emerging growth company | ☐ |
Title of securities
to be registered
|
Amount
to be
registered
|
Proposed
maximum offering price per share |
Proposed
maximum
aggregate
offering price
|
Amount of
registration fee
|
||||||||||||||||||||||||||||||||||||||||||||||
Common Stock, par value $0.01 per share(1) | 2,072,886 shares | $16.32 (2) | $33,829,499.52 | $4,391.07 | ||||||||||||||||||||||||||||||||||||||||||||||
(1) | This Registration Statement registers 2,072,886 shares of common stock, $0.01 par value per share (the “Common Stock”), of Universal Insurance Holdings, Inc. (the “Company”) issuable pursuant to the Company’s 2009 Omnibus Incentive Plan, as amended and restated (the “Incentive Plan”). This Registration Statement also covers an indeterminate number of additional shares of Common Stock that become issuable under the Incentive Plan as a result of stock splits, stock dividends, recapitalizations or similar transactions in accordance with Rule 416 under the Securities Act of 1933, as amended (the “Securities Act”). |
(2) | Estimated solely for the purpose of calculating the registration fee pursuant to Rule 457(c) and (h) under the Securities Act. The fee is calculated on the basis of the average of the high and low prices for the Company’s Common Stock reported on the New York Stock Exchange on May 13, 2020. |
ITEM 3. | INCORPORATION OF DOCUMENTS BY REFERENCE |
(a) |
our Annual Report on Form 10-K for the fiscal year ended December 31, 2019, filed with the Commission on March 2, 2020;
|
(b) |
our Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2020, filed with the Commission on May 1, 2020;
|
(c) |
our Current Reports on Form 8-K filed with the Commission on February 18, 2020, February 28, 2020, March 23, 2020, April 24, 2020, April 27, 2020 (Item 8.01 only) and May 14, 2020; and
|
(d) |
the Description of the Registrant’s Securities filed as Exhibit 4.1 to our Annual Report on Form 10-K for the fiscal year ended December 31, 2019, filed with the Commission on March 2, 2020, together with any amendment or report filed with the Commission for the purpose of updating such description.
|
ITEM 8. | EXHIBITS. | ||||||||||
Exhibit Number | Description | ||||||||||
4.1 |
Amended and Restated Certificate of Incorporation, as amended (filed as Exhibit 3.1 to the Company’s Annual Report on Form 10-K filed on February 24, 2017 and incorporated herein by reference)
|
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4.2 |
Amended and Restated Bylaws of Universal Insurance Holdings, Inc. (filed as Exhibit 3.2 to the Company’s Current Report on Form 8-K filed on June 19, 2017 and incorporated herein by reference)
|
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5.1 | |||||||||||
10.1 |
Universal Insurance Holdings, Inc. Second Amended and Restated 2009 Omnibus Incentive Plan, as amended through June 8, 2012 (filed as Exhibit 4.1 to the Company’s Current Report on Form 8-K filed on June 14, 2012 and incorporated herein by reference)
|
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10.2 |
Amendment to Second Amended and Restated 2009 Omnibus Incentive Plan (filed as Exhibit 4.12 to the Company’s Registration Statement on Form S-8 filed on June 6, 2013 and incorporated herein by reference)
|
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15.1 | |||||||||||
23.1 | |||||||||||
23.2 | Consent of Sidley Austin LLP (included in the opinion filed as Exhibit 5.1) | ||||||||||
24.1 | Powers of Attorney (included on the signature page hereto) |
UNIVERSAL INSURANCE HOLDINGS, INC. | ||||||||||||||
By: | /s/ Stephen J. Donaghy | |||||||||||||
Stephen J. Donaghy | ||||||||||||||
Chief Executive Officer and Principal Executive Officer |
Signatures | Title | Date | ||||||||||||||||||
/s/ Sean P. Downes
|
Executive Chairman and Director
|
May 15, 2020 | ||||||||||||||||||
Sean P. Downes | ||||||||||||||||||||
/s/ Stephen J. Donaghy | Chief Executive Officer (Principal Executive Officer) and Director | May 15, 2020 | ||||||||||||||||||
Stephen J. Donaghy
|
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/s/ Jon W. Springer | President, Chief Risk Officer and Director | May 15, 2020 | ||||||||||||||||||
Jon W. Springer
|
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/s/ Frank C. Wilcox |
Chief Financial Officer (Principal Financial
Officer and Principal Accounting Officer)
|
May 15, 2020 | ||||||||||||||||||
Frank C. Wilcox
|
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/s/ Kimberly D. Campos | Chief Information Officer, Chief Administrative Officer and Director | May 15, 2020 | ||||||||||||||||||
Kimberly D. Campos
|
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/s/ Scott P. Callahan | Director | May 15, 2020 | ||||||||||||||||||
Scott P. Callahan
|
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/s/ Ralph J. Palmieri | Director | May 15, 2020 | ||||||||||||||||||
Ralph J. Palmieri
|
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/s/ Richard D. Peterson | Director | May 15, 2020 | ||||||||||||||||||
Richard D. Peterson
|
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/s/ Michael A. Pietrangelo | Director | May 15, 2020 | ||||||||||||||||||
Michael A. Pietrangelo
|
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/s/ Ozzie A. Schindler | Director | May 15, 2020 | ||||||||||||||||||
Ozzie A. Schindler
|
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/s/ Joel M. Wilentz, M.D. | Director | May 15, 2020 | ||||||||||||||||||
Joel M. Wilentz, M.D. |
1 Year Universal Insurance Chart |
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