Greenlight Capital Re Ltd. filed SEC Form 8-K: Entry into a Material Definitive Agreement, Financial Statements and Exhibits
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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)
(Exact name of registrant as specified in charter)
| N/A | ||||||||
(State or other jurisdiction of incorporation) | (Commission file number) | (IRS employer identification no.) | ||||||
| P.O. Box 31110 | ||||||||
| Grand Cayman | ||||||||
| (Address of principal executive offices) | (Zip code) | |||||||
(205 ) 291-3440
(Registrant’s telephone number, including area code)
Not Applicable
(Former name or former address, if changed since last report)
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Securities registered pursuant to Section 12(b) of the Act:
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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 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 1.01. Entry into a Material Definitive Agreement
Amendment No. 3 to Shareholders’ Agreement
On May 30, 2024, Greenlight Capital Re, Ltd. (the “Registrant”) entered into Amendment No. 3 (the “Amendment”) to the Shareholders’ Agreement, dated as of August 11, 2004 (the “Agreement”), as amended on June 29, 2018 and June 30, 2021, by and between the Registrant and David Einhorn. Mr. Einhorn is the Chairman of the Registrant’s Board of Directors and the president of Greenlight Capital, Inc. and DME Advisors, LP, which are affiliates of the Registrant. The parties entered into the Amendment to extend the expiration date of the Agreement to June 30, 2034 (the “Termination Date”). Within one (1) year prior to the Termination Date, the Agreement can be extended for additional periods, each not to exceed ten (10) years.
The foregoing summary does not purport to be complete and is qualified in its entirety by reference to the full text of the Amendment to the Agreement, a copy of which is attached hereto as Exhibit 10.1 and incorporated by reference herein.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
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.
| GREENLIGHT CAPITAL RE, LTD. | ||||||||
| (Registrant) | ||||||||
| By: | /s/ Faramarz Romer | |||||||
| Name: | Faramarz Romer | |||||||
| Title: | Chief Financial Officer | |||||||
| Date: | May 30, 2024 | |||||||