Current Report Filing (8-k)
16 Dezember 2021 - 3:16PM
Edgar (US Regulatory)
false 0001494904 0001494904 2021-12-15 2021-12-15 0001494904 us-gaap:CommonStockMember 2021-12-15 2021-12-15 0001494904 us-gaap:SeniorSubordinatedNotesMember 2021-12-15 2021-12-15
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): December 15, 2021
Global Indemnity Group, LLC
(Exact name of registrant as specified in its charter)
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Delaware
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001-34809
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85-2619578
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(State or other jurisdiction
of incorporation)
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(Commission
File Number)
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(IRS Employer
Identification No.)
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Three Bala Plaza East
Suite 300
Bala Cynwyd, PA 19004
(Address of principal executive offices, including zip code)
(610) 664-1500
(Registrant’s telephone number, including area code)
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:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Securities registered pursuant to Section 12(b) of the Act:
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Title of each class
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Trading
Symbol
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Name of each exchange
on which registered
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Class A Common Shares, no par value
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GBLI
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Nasdaq Global Select Market
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7.875% Subordinated Notes due 2047
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GBLIL
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Nasdaq Global Select Market
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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 3.01
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Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing.
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On December 15, 2021, Global Indemnity Group, LLC (the “Company”) provided written notice to the Nasdaq Global Select Market (“Nasdaq”) that the Company intends to voluntarily transfer the listing of its Class A common shares, without par value (“Class A Common Shares”), and 7.875% Subordinated Notes due 2047, from Nasdaq to the New York Stock Exchange (“NYSE”). The Company expects trading of its Class A Common Shares and 7.875% Subordinated Notes to commence on the NYSE on January 3, 2022. The Company’s Class A Common Shares and 7.875% Subordinated Notes due 2047 will trade on NYSE under the ticker symbols “GBLI” and “GBLL” respectively. Until the transfer of the listing to the NYSE is completed, the Company’s Class A Common Shares and 7.875% Subordinated Notes due 2047 will continue to trade on Nasdaq.
A copy of the press release issued by the Company in connection with the transfer of its listing is attached hereto as Exhibit 99.1.
Item 9.01
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Financial Statements and Exhibits.
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(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.
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Global Indemnity Group, LLC
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December 16, 2021
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By:
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/s/ Stephen W. Ries
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Name:
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Stephen W. Ries
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Title:
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Secretary
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