SIGIP Selective Insurance Group Inc

 

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

 

Exhibit No.		Description of Exhibit
99.1		Press Release of Selective Insurance Group, Inc. dated October 3, 2023
104		The cover page from this Current Report on Form 8-K, formatted in Inline XBRL

 

 

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

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