Form 8-K

 

 

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

August 1, 2018

Date of report (Date of earliest event reported)

 

 

Universal Insurance Holdings, Inc.

(Exact name of registrant as specified in its charter)

 

 

 

Delaware   001-33251   65-0231984

(State or other jurisdiction

of incorporation or organization)

   (Commission file number)  

(IRS Employer

Identification No.)

1110 W. Commercial Blvd., Fort Lauderdale, Florida 33309

(Address of Principal Executive Offices)

Registrant’s telephone number, including area code:                (954) 958-1200                 

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 communication 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)).

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. ☐

 

 

 

ITEM 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

On August 1, 2018, Darryl L. Lewis resigned as a director of Universal Insurance Holdings, Inc. (“Company”) and accepted a position as Chief Legal Officer of the Company. There were no disagreements between the Company and Mr. Lewis that led to his decision to resign.

Mr. Lewis served on the Company’s Audit Committee, and as Chair of both its Nominating and Governance Committee and Risk Committee. Effective August 1, 2018, the Company’s Board of Directors appointed Scott P. Callahan as Chair of the Nominating and Governance Committee, Ozzie A. Schindler as Chair of the Risk Committee, and Joel M. Wilentz, M.D. to the Audit Committee.    Each of Messrs. Callahan and Schindler and Dr. Wilentz is a current independent director of the Company.

A copy of the Company’s press release regarding Mr. Lewis’ resignation from the Board and appointment as Chief Legal Officer is attached hereto as Exhibit 99.1.

 

ITEM 9.01 Financial Statements and Exhibits

 

(d) Exhibits:

 

99.1    Press Release dated August 2, 2018

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.

 

Date: August 1, 2018       UNIVERSAL INSURANCE HOLDINGS, INC.
        /s/ Sean P. Downes
       

Sean P. Downes

Chief Executive Officer