Amendment: NI Holdings Inc. filed SEC Form 8-K: Leadership Update, Financial Statements and Exhibits
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
(Amendment No. 1)
CURRENT REPORT
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Explanatory Note
This Amendment No. 1 to Current Report on Form 8-K/A (the “Amendment”) amends the Current Report on Form 8-K filed by NI Holdings, Inc. (the “Company”) on August 15, 2024 (the “Original Form 8-K”), which disclosed, among other things, the departure of Michael J. Alexander as Chief Executive and the appointment of Cindy L. Launer, a member of the Company’s Board of Directors, as the Company’s Interim Chief Executive Officer effective August 26, 2024. At the time of the filing of the Original Form 8-K, the Company’s Board of Directors had not yet determined the terms of Ms. Launer’s compensation in connection with her appointment as Interim Chief Executive Officer. The Company is filing this Amendment to disclose (i) Ms. Launer’s compensation for her service as Interim Chief Executive Officer and (ii) the Company’s entry into an employment agreement with Ms. Launer. No other changes have been made to the Original Form 8-K.
| Item 5.02. | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
As previously reported by the Company, on August 13, 2024, the Company appointed Cindy L. Launer, a member of the Company’s Board of Directors, as the Company’s Interim Chief Executive Officer, effective August 26, 2024. On August 20, 2024, the Company’s Board of Directors determined that Ms. Launer will receive a salary of $100,000 per month, beginning September 1, 2024, for as long as she serves as Interim Chief Executive Officer. During her service as Interim Chief Executive Officer, Ms. Launer will not receive compensation for her service as a member of the Board of Directors.
In connection with her appointment, the Company and Ms. Launer entered into an employment agreement dated August 26, 2024, providing for the Company’s at-will employment of Ms. Launer as Interim Chief Executive Officer, with a salary equal to $100,000 per month. The foregoing summary of the Employment Agreement does not purport to be complete and is qualified in its entirety by reference to the full text of the Employment Agreement filed as Exhibit 10.1 to this Current Report on Form 8-K and incorporated herein by reference.
| Item 9.01. | Financial Statements and Exhibits. |
(d) Exhibits
| Exhibit Number |
Description |
| 10.1 | Employment Agreement dated August 26, 2024, between the Company and Cindy L. Launer. |
| 99.1 | Press Release dated August 15, 2024 (incorporated by reference to Exhibit 99.1 to the Current Report on Form 8-K filed on August 15, 2024). |
| 104 | Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document. |
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.
| NI Holdings, Inc. | ||
| Date: August 26, 2024 | By: | /s/ Seth C. Daggett |
| Seth C. Daggett | ||
| Chief Financial Officer | ||